The Amazing, the Ultimate and Beyond
by HandAssassinSpider-man
Summary: Peter Parker never really saw himself as one of the world's greatest heroes, never thought he'd ever live up to the examples set by the likes of Batman and Superman. But when the Earth falls under threat from an enemy unlike any he and the planet has ever faced, he's going to learn pretty quickly that sometimes you don't need to be super to be a hero, sometimes amazing is enough...
1. Chapter 1

So this story will be set in the DC animated universe, which is composed of Batman the Animated Series/New Batman adventures and associated movies, Superman the Animated series, Justice League and Justice League Unlimited and Batman Beyond. There are a few others like Static Shock and maybe Teen Titans but I won't be going into those too often. I'll also be adding in a few more things from some of the comics and animated movies, the ones based off the New 52, that I think would fit in this fic.

This story picks up in the future, during the Batman/Superman/Justie League Beyond era before jumping back to the beginning of the Justice League television series and goes from there with flashbacks of Peter's life before the show started. Also, he'll start off in his Ends of the Earth Spider armor before going towards the Avengers Infinty War suit and then eventually his Black Suit.

Also currently Peter's rogues gallery during the Justice League consists of Green Goblin, Sandman, Hydroman, Molten Man, Rhino, Solomon Grundy, Speed Demon, Shocker, Vulture, Mysterio, Spider Slayer, Scarlet Spider, Wolverine (Yes that Wolverine. Him, like Scarlet Spider, will be explained) Black Spider, Nitro and Kraven the Hunter. Venom, Carnage, and Dock Ock will appear later on when we get into the Beyond portion of this story.

And he's already met and teamed up with Superman, Flash (Barry Allen because he's my favorite), Batman and the Green Lantern's Hal Jordan and Guy Gardner. Out of all of them, he's teamed up with Superman the most times.

Disclaimer: I don't own any Marvel or DC characters seen, mentioned or used in this story.

* * *

 _'Forgot how beautiful it can be sometimes...'_ a man clad in a black suit with white lenses and a large white spider on the chest and back thought as they sat on a small rock on the surface of the moon, gazing up at the distant Earth.

It's been sometime since the man had seen Earth, coming close to thirty years now. He wasn't supposed to be here, he had a long standing arrangement with the planet's heroes...

He stays away, and they won't lock him away for the rest of his unnatural life for the crime he committed.

The man's name was Peter Parker, once known as the Amazing Spider-man, one of the founders of the Justice League and was considered one of Earth's greatest heroes.

 _'Seems like a lifetime ago'_ Peter thought sadly as he stared at his old home with a look of longing.

Peter sighed as he adjusted his seat on the rock, his suit moving slightly of it's own accord before it settled. Some passed as Peter gazed at the Earth, his mind wandering to more simpler times, when he was seen and treated as a hero and not the menace that Jameson thought he was.

 _'Wonder if he's still alive somehow'_ Peter thought as he picked up some moon dirt before he let it slowlt fall from his hand 'Heh, can't beleive I'm going to say this, but I'd love to hear one of Jonah's rants, just one more time...'

"I'm surprised to see you here again"

Peter blinked in surprise as he gazed to see a man that looked to be in his late forties, early fifties in a black suit with a white 'S' on his chest.

"Supes..." Peter said towards his former teammate.

"Spidey" Superman said with a small grin as he floated down next to Peter and joined him in his vieweing of the Earth.

The two heroes gazed at the earth for a few minutes, neither one saying anything until the sience became to much for Peter.

"So, how's things been?" Peter asked as he glanced at Clark.

"Fine, for the most part" Clark said with a shurg "Been mind controlled by a parasite for a few years, tried to kill the Justice League Unlimited and joined the Metropolis fire Department"

Peter hummd at that "So, pretty uneventful?"

"By our standards, yeah" Clark said with a chuckle as he leaned back against the rock and folded his arms across his chest "What about you? Our resident Green Lantern and Barda would sometimes mention a few of your exploits"

"Oh, liek what?" Peter asked with a riased brow under his mask.

"The Guardians of the Galaxy"

"Ah, them" Peter said as he returned his attention back to the Earth "Aside from finding a new appreciation for eighties music and see a raccoon make a nuclear bomb strong enough to crack a moon in half, not much"

"What about... this?" Clark gestured to Peter's suit "Has it been-"

"It's behaving, about all I can say about it" Peter said curtly.

Clark nodded at this as he gazed back at the Earth with a thoughtful expression "You think Bruce knows your here?"

Peter snorted at this "Probbaly. He always seems to know everything"

"Not everything" Clark said with a soft chuckle.

Peter grinned at this before it faltered a little "How's the rest?"

"Barry passed away not long after you left" Clark said a little sadly, Hal... well I'm sure even you've heard of what happened"

"Yeah, Coast City goes up in smoke and he becomes Parallax" Peter said with a nod.

Clark nodded at this "Shayera and John got together, had a kid"

"Warhawk" Peter said as memories of one of the League's missions that took him to the future with a few others to stop Chronos came to mind.

"Aquaman, Arthur, is still king of Atlantis, and J'onn is still on Earth. He's a detective with the MPD" Clark said as he rubbed the back of his head "Bruce is still... Bruce, but older"

Peter snorted at this before his mood dropped "And is she-?"

"Far as I know. Still no word" Clark said quietly as he gazed up at the Earth with a saddened expression "Honestly, I don't even know if she's still alive anymore"

Peter growled at that as the two stared up at the Earth. The minutes soon turned to hours as the two powerful men sat there in silence, their minds wandering to a time when things were simpler. After a while, Peter climbed to his feet and cracked his neck.

"You leaving?" Clark asked as he stood up as well.

Peter paused before he ever so slowly turned his gaze towards Calrk, his white lenses narrowing slightly "Am I not allowed?"

"You can" Clark said calmly before he gestured towards the Earth "But I was hoping you planned on staying for a while"

"In a cell or worse?" Peter asked sarcastically.

"I was thinking at the Watchtower" Clark said with an eye roll.

Peter stared at Clark in silence before he nodded towards his former home "What about-"

"I'll handle Bruce, and the new guys would like to meet you" Clark said with a grin "You don't have to stay long. Just a few days to rest and relax before you go out into the cosmos again, doing everything a spider can"

Peter laughed at the small joke at the end "If your sure it won't be a problem"

"It won't" Clark said as he began to rise into the air, followed by Peter thanks to his suit "And has morbid and as dark as this will sound, anyone that would have an issue with you being here is already dead or too old to do anything about it... or they just don't care anymore"

Peter frowned at this "Yeesh, someone's gotten a little edgier since I've been gone"

"Haven't we all?" Clark said as they raced back towards their home.

 _'Maybe...'_ Peter thought as he flew beside his freind, his mind wandering back several decades beforehand, to a time where he could honestly say were the best years of his life...

...

40 years earlier...

...

"Well…this is not how I hoped my day would go" Peter said with a look of disbelief as he saw giant white and red organic looking alien tripods attacking New York City, the scene looked like something out of those old nineteen fifties sci-fi films he used to watch as a kid, hell he still watches them when he finds the time.

Peter, clad in his new spider armor mark three as he's taken to calling it, quickly jumped out of the way of a stray energy beam from the tall white alien machines with a yelp "Seriously I was expecting to wake up, go to work and work on some awesome science things with my fellow scientist, leave and go out and fight bad guys while listening to the New York City's Hitler mustache wearing mayor while taking glorified selfies to sell on the side and maybe face down another one of my rogues who've sworn vengeance on me… again"

He scanned the large war machine with a critical eye as he tried to find some sort of weakness to exploit. But considering that this thing was taking multiple missiles and tank shells and barely slow down, he'd need a miracle.

It was than the tripod turned towards Peter and it charged up it's eye beam, causing Peter's spider-sense to go into overdrive.

"UGH! Why is it that when aliens invade earth…" Peter groaned as he activated his suit's thrusters and shot out of the path the deadly energy blast was traveling "…They have heat vision or something. Why can't we get aliens whose powers are excessive hugs and kisses invade, preferably if they're extremely attractive females and there were no violent impregnations which leads to some sort of chest busting scene, then that's an invasion I won't mind being involved in, heck I'll gladly lead that resistance movement!"

Peter felt his spider-sense tingle again as a tripod turned it's attention on to him and shot at him with a beam of red energy. Peter shot around it, his armor just barely withstanding the high intensity heat as it passed, and quickly made his way to the main body of the tripod and started to search for any possible weakness.

"Wonder of these guys have windows ten, if not I can probably whip up a virus or two" Peter said as he crawled across the top of the tripod that was starting to shake in an attempt to get him off.

"Sorry big guy, but I ain't going anywhere as long as I'm sticking to you…" Peter said before he saw multiple jets approaching and his spider-sense started to tingle "Yeah that'll do it…"

Peter quickly hopped off the tripod just as the incoming jets unleashed their payload on to the invading war machine. Peter landed on a nearby rooftop just in time to see multiple missiles collide with the tripod.

 **KA-BWOOOOOM!**

Peter felt his teeth rattle at the force of the explosion and watched with baited breath as the flames and smoke dissipated to reveal…

Not a single scratch on the alien tripod.

The tripod quickly turned it's attention to the aircraft and fired it's energy weapon and began to decimate the air force as more meteors began to fall from the sky and land in different parts of the city.

Peter held in a groan "This is gonna be a very long and very grueling day…"

It was than a searing pain tore through his mind and he was greeted with a series of images and sounds he could barely understand. Peter held in a scream as he clutched his head in agony and waited to see if the apparent psionic attack that was driving his spider-sense haywire would stop.

' _Really hope this isn't them because if it is, I'm really screwed!'_ Peter thought as he tried to push through the pain and figure out just what exactly he was seeing.

After several moments, the intensity faded and Peter suddenly looked up in a certain direction, whatever it that was it was apparently calling him for help…

Peter's eyes narrowed as he looked back to see more military craft arrive to combat the alien tripods and frowned as he saw them being gradually overpowered to the point that it was like watching a slaughter.

' _So stay and try and help win an apparent unwinnable battle and likely war… or see what this thing calling for help as to say and hope it knows how to stop these things…'_ Peter thought with a conflicted conscious.

In all his eight years of being Spider-man, he's never had to make a choice like this, and he's had to make some rather risky and sometimes drastic choices, but none of them would likely end in the deaths of thousands if not more…

Peter took a deep breath as he activated his suit's jets and shot off into the sky towards the location he was apparently being summoned to… and prayed to every god he's met and not met that he wasn't making a serious mistake in trusting the mysterious voice in his head.

' _Wait, now that I think about it, that is crazy!'_ Peter thought as he pushed his thrusters to their maximum and boke the sound barrier.

…

"Okay Peter, you should be close by to whatever it is that called you here, now I just have to find it…hopefully it's something extremely obvious-"

He was suddenly interrupted by a sleek advance black jet shooting out of the clouds and slowly approaching his flank. Peter watched it with narrowed eyes until the glass canopy depolarized enough for Peter to make out a familiar occupant.

Batman.

Peter's teamed up with the cowl wearing hero before in the past, their first team up being when Slade Wilson aka Deathstroke the terminator and Eric Brooks aka Black Spider were hired by some crime lord in Brazil that was having his criminal actives in both Gotham and New York disrupted by the two. Safe to say the unlikely duo prevailed and beat both their assassins and their contractor though Bats and Peter didn't walk away from that fight unscathed… he still has the scars on his back to prove it.

Peter shook his head in attempt to keep himself focus before his suit picked up an incoming call, he quickly concluded it was the caped crusader and answered it.

"Uh yellow Bats"

" _What are you doing out here, I thought you'd be in New York still"_ Batman stated as the duo made their way into a snowy mountain range with valleys full of large evergreen trees and a series of rivers and rapids passing below them.

"Would you believe me if I said something telepathically contacted me and told me to come here?" Peter questioned as he looked ahead and made out what appeared to be a military installation of some sort built into a mountain.

" _Hmm… that would explain Superman's actions earlier and why he left so suddenly, to here of all places"_ Batman said as they neared the military base and saw that it was recently under attack.

Destroyed tanks and artillery, leveled bunkers and a series of craters and a few burning vehicles along with a large whole in the wall that led into the installations main facility.

"Yeesh, what happened here?" Peter asked as he landed on the ground with a heavy thud and made a note to improve his landings in the future, never know when the ground he's landing on can give at the sudden increase in weight.

" _I don't know…"_ Batman said as his jet came into a hover and slowly landed before the canopy pulled back and batman hopped out "…But something tells me Superman may be responsible for this"

Peter's eyes widened at that "Wait what? Why would Superman do this, especially now? He's not actually living up to all of those stories that Jameson and Godfrey go on about him being some advance alien vanguard warrior thing, is he?"

Batman turned towards the whole in the facility and narrowed his eyes at it "Let's go ask him…"

Peter followed the caped crusader while keeping an eye out for anyone else that might be here aside Superman. The duo entered the whole carefully and scanned the hallway before advancing further into the facility that looked to have been torn apart by a rampaging bull.

' _Or a Kryptonian…'_ Peter thought before he saw one of the doors were ajar and made out some unknown substance in the doorway. His suit scanned it and came back with zero results, whatever it was wasn't from earth.

"Bats, door on the left" Peter nodded towards the suspicious entryway.

Batman paused and looked to see what Spider-man was talking about and slowly approached the door before giving it a hard push, causing the door to loudly fall to the ground and reveal…

Large cocoons of some sort, dozens of them filled with what looked like the base personnel.

"What the hell?" Peter said in shock.

Batman took a closer look at the odd structures "I've seen these before, I discovered a group of scientists in similar objects back in Metropolis… these invaders apparently would capture and mimic humans… but why are they keeping them here, what do they have planned for them?"

"Something tells me I don't wanna know, let's just hope it's not to impregnate us with some weird chest busting embryo like in the movies…" Peter said with a slight shiver before they both heard and felt a series of loud crashes, metal being split and torn.

Peter looked towards Batman "Three guesses on who that is"

Batman grunted as he and Spider-man quickly ran towards the noise and arrived just in time to see Superman punching in a heavily re-enforced door. The duo watched the man of steel for a moment before Peter leaned in next to him.

"Should we say anything or just let him go at it?"

Batman looked at the wall crawler for a moment before speaking in a low tone and reached for a batarang "How strong is that armor?"

"I wouldn't stand a chance against Kyrpto licking me, much less Superman punching me" Peter deadpanned as Batman threw the small bat shaped shuriken and had it embed itself in the wall in front of Superman, stopping him from his assault on the door.

"Uh hey Supey, nice to see ya again, but mind telling me and Batman what you're doing?" Peter asked carefully.

"Destroying government property isn't your style" Batman said in a hard tone as he took several steps forward "What's going on? Why are you here?"

"See for yourself" Superman nodded towards the door before he ripped it off completely and tossed it aside as if it was a piece of paper and not a sixty-ton door.

The trio entered a room that housed a series of advance monitors and computers that rivaled the likes of which Batman has in his cave and at Peter's work place Horizon labs. The tree could also make out a series of images on the screens that showed some sort of humanoid figure but clearly not of earth and a host of other data. They finally arrived at a door at the far end of the room that was also re-enforced and looked like it can take a tank shell and barely be fazed.

Superman didn't so much as even pause as he pushed the door and part of the wall back and entered the room followed quickly by Spider-man and Batman and were greeted to the sight of some sort of green being strapped and secured to a machine. It's arms and legs were secured with advance locks and a strange headpiece rested on the alien's head.

"What is it?" Batman asked with curiosity, having never seen a being like him before and given some of the threats and allies he's run into over the years as the caped crusader, that's saying something.

"Mankind's only hope" Superman said in a quiet voice.

"If you're sure Supey, but honestly that guy or girl, let's not be sexist here, looks like they might have a low opinion of Earth and mankind on the whole" Spider-man said as he watched Superman approach a terminal and pressed a series of buttons before pulling a lever.

The restraints holding the green being's wrists and feet began to retract and unclasp, causing the green humanoid to fall only for Superman to quickly catch it and help it steady itself as it looked like it was moving for the first time in weeks if not months.

"He's been trying to reach out to me but that stasis field interfered" Superman said as he helped the alien to his feet "When the message finally broke through, I came to rescue him and considering you're here Spider-man, I guess you got the message loud and clear too. Let's hope whatever others he's contacted get here soon…"

"Yeah…" Spider-man said as he rubbed his head "Wish he was a bit gentler about it or better yet sent a text, email. Hell, I'm on Twitter so he could have tweeted to me"

"What's he doing here?" Batman asked as he approached the duo.

It was than the alien looked at him and spoke in a distinctly deep male voice, only his lips didn't move.

' _The Invasion'_

His voice was echoing in all three's heads, something that took Peter and Batman by surprise, Superman while looked uncomfortable having someone speak in his head seemed to be doing alright to a degree.

' _I came to warn you but I was captured and imprisoned here'_ the alien said as he looked at the three men with a calm expression ' _They wouldn't listen and believed I was some sort of vanguard to an impending invasion and locked me away and to study me for possible weakness to exploit against me…'_

"Big surprise" Batman said sarcastically.

Spider-man and Superman both gave Batman a blank expression while thinking the same thing.

' _Like you're that much better B-Man/Bruce…'_

The alien fought back a smirk at the thoughts of the two men before focusing his gaze on Batman, his mind had quickly closed off with some rather impressive mental defenses, granted he could tear through them but concluded that what he was doing may be inappropriate on this planet and decided to vocally speak, something he's had a lot of time to practice doing since arriving on Earth if to nothing else help pass the time.

"I sense you don't trust me…" the alien said more to Batman then anyone else "Perhaps this will help…"

The alien's body than began to morph much to the three's surprise, his cone like head shifting to a more human shape along with his body until he stood before them, a little shorter but also slightly more muscular and clad in blue boots, a blue cape that possessed a high collar with two red sashes across his exposed chest in an 'X' pattern and connected to the blue cape by golden clasps. His only other form of clothing was a sort of blue article of clothing that Peter has jokingly called superhero undies with a small red belt with a large golden buckle holding them up.

The alien held out his hand and took several steps towards Batman "I am J'onn J'onzz"

Batman didn't return the gesture as he kept a watchful eye on J'onn. Peter snorted at this.

"Really Bat's you gonna leave the man hanging…" Peter said before glancing at green humanoid.

It was than Superman spoke up and approached them "Don't take it personally J'onn, he doesn't trust anybody"

J'onn lowered his hand at that and gave Batman a careful look "A wise policy"

Batman grunted as he turned on his heel and made for the exit "Come on, there's still an alien war going on out there"

The three watched him go before Peyer spoke "Who died and made him in charge?"

"It's Batman, just go with it" Superman said with a grin.

"Yeah well so long as he doesn't start ordering me around like his little army of Robins or Batgirl's then I won't complain… much" Peter said with a shake of his head.

The three quickly followed the dark knight of the facility and began to discuss there next course of actions.

"We'll need to contact the joint chiefs right away and let them know what's going on" Superman said as they exited through the hole he made earlier.

"Assuming they're still ali-" Peter began only to be interrupted by his spider-sense tingling as several flood lights lighted up and followed by the sounds of numerous clicks of weapons having their safeties clicked off.

"Stop right there Superman" a man, clearly in charge of the small platoon of men before the three heroes and other worldly prisoner spoke in a harsh demanding tone "Your trespassing in a restricted area. Our orders are to keep that freak here!"

"Uh which one general sir" Spider-man spoke up with a raised hand before nodding towards J'onn "The green one…" then to Batman "The grey and black one… or me. I mean neither of us are considered normal though, but I do have to ask you don't call us freaks, especially Batman, he's sensitive about his appearance even if he doesn't show it"

Batman gave Spider-man a slightly annoyed look which he returned with a sheepish shrug while Superman calmly got in front of the three of them "Wait, I'm willing to vouch for him, you must let us go"

The apparent commander's eyes narrowed at this "I don't think so"

"But the world's security may be at stake" Superman argued, wondering why this man wouldn't let them go.

At this the man smiled darkly, causing the four to tense as they realized something was wrong, Peter especially now that his spider-sense was throbbing like he stuck his head into a giant amp at a dubstep concert.

"That's why he'll never leave here alive" the man said before he suddenly changed and morphed before the fours very eyes into some sort up white and black amoeba like being with tall heads that possess a singular red circle that seemed to act as their eye. Their weapons also changed from the standard military issued assault rifle to something more alien and likely more deadly and slowly began to approach them.

Peter's eyes widened at this as he glanced at J'onn "Uhh friends of yours?"

J'onn's red eyes narrowed in anger at the unknown alien hostiles approaching them "No"

The aliens then opened fire on the four.

…

* * *

And done.

So next chapter the world's heroes come together to fight a threat unlike anything they've ever faced before.


	2. Chapter 2

Answers to reviewers' questions or statements:

 **DannyPhantom619** : Maybe.

 **Omni-Creator Kami of Anime** : A few Marvel girls will show up, but only a max of four and Carol is one of them with the other two being Gamora and Mantis when the Guardians show up. Peter will have a few additions to his normal power set but nothing too major.

 **CRUDEN** : Really not sure how Spider-man could fit into the Gundam world.

 **Newavenger92** : He's Immortal to a degree. There wont be a harem in the traditional sense but there will be a few women that are smitten with Spider-man, but he'll only ever be with one at a time with Zatanna and Diana being the most prevalent of them.

 **Retrogamer7800** : A few Marvel women outside the Spider-man mythos will appear in this.

 **Straw Hat Piratesfan2018** : It's complictaed but in the long run yes.

 **Ben10fan** : He's freinds with a few others, but Barry and Clark are the closest because their personalities don't clash that much if at all.

 **cabrera1234** : Carol will at one point.

Disclaimer: I don't own any Marvel or DC characters seen, mentioned or used in this story

* * *

"Lookout!" Superman yelled has he got between the fast-approaching energy beams and the three less durable heroes.

The red bolts bounced off Superman's body but the sheer volume of the hits was keeping him from advancing too far. Batman and J'onn quickly took cover behind a damaged tank while Spider-man pulled a small sized ball from his armors belt and tossed it at the approaching alien invaders.

"What's that?" Superman asked as he saw the small ball land in front of several aliens before it suddenly exploded, encasing them in large dose of webbing before they were electrocuted.

"Web grenades mixed with my new electrical variant!" Peter said with a grin as he took this time to take cover behind a damaged jeep just as one of the white aliens lifted a rather large energy weapon and shot Superman, this time sending the man of steel back and right into a nearby APC, the force of the impact ignited the fuel tank and exploded.

Peter's eyes widened at this as he glanced out from hsi cover to see more of the white aliens approaching. He took at him at them with his webshooters and fired off a small barrage of web bullets at them. Several of the web bullets hit their marks, knocking soem down from the force of the impact while the others kept advancing.

"Uh Bat's, you wouldn't happen to have a rocket launger in that belt of yours, would you?" Peter asked as he loaded up another web grenade and threw it towards the horde of aliens as they continued to fire on the heroes' posistions.

"No, but the next best thing" Batman said as he pulled out a custom explosive batarang that was usually reserved for his more powerful and durable enemeis.

He quickly activated the high powered explosive and threw it towards the advancing alien squads. Peter watched with baited breath as the batarang soared over the white alien shock troops before it suddenly exploded in a powerfula and violent blast that caused Peter's teeth to shake as it sent numerous alien invaders flying and the rest scattering for cover.

 _'How the heck can he afford that kind of stuff?'_ Peter thought as he fired off several more wbe bullets at the aliens before he was forced back into cover or risk being hit by a energy round, and given that one of them sent Superman flying, he'd rather avoid getting hit.

Meanwhile, Batman was quickly reaching for another explosive batarang to use to disperse the invaders even more before J'onn noticed that a white Martian had circled around them and wa staking at aim at Batman's back.

"Behind you!" he said as he quickly phased through the surprised humana nd solidified himself and threw up a psionic forcefield just as the invader fired off a energy round.

J'onn gritted his teeth as he struggled to hold up the barrier before it and the energy round both vancelened one another out. The psionic backlash left the anceint Martian disoroented and caused him to fall to his knees with a pained groan. Batman narrowed his eyes at the alien that shot J'onn and threw a regular batarang towards the alien solider at a speed that if it connected with a human's skull, it would have fractured it at the very least.

"GAAH!" the alien yelped in pain as the force of the impact was enough to send it stumbling to the ground.

"Is he okay?!" Peter sghouted towards Batman as he reloaded his webshooters as fast as he could while doing his best to not get shot by the various energy rounds flying all over the place.

"I don't know!" Batman responded as he checked J'onn for any signs of injury before he grabbed the Martian's arm and threw it over his shoulder anbd picked the alien up "We need to get out of here!"

It was than that a overturned tank lying next to Batman was lifted to show Superman with the 'S' on his chest slightly scorched and a angered expression on his face.

"Get him to safety, I'll cover you" he said as he used the tank as a shield before he threw it towards the white aliens with a grunt.

Batman quickly began to escort J'onn to his jet while Superman joined Spider-man in attacking the aliens with his heat vision. Peter saw this as he leaped over Superman and used the man for cover as he readied his last web grenade.

"Nice for you to join us again Supes" Peter snarked.

"Those things had more of a punch then I thought" Clark admitted as he fired off a long stream of his heat visoin at the aliens with a glare.

"Kryptonite?" Peter asked as he threw his web grenade at a small squad of aliens and watched with grim satisfaction as they were ensnared in the web fluid before electrecuted.

"No, just had a hell of a lot of force behind it" Clark said as he grabbed a flaming jeep and threw it towards the aliens before he blasted its fuel tank with his heat vision, casuing it to explode "Contrary to popular beild Spidey, there's a number of civilizations out there advance enough to make weapons that can actually hurt me"

"Must make you a little humble" Peter joked as he shot a web line towards a melted tire and flung it into a alien that was carrying a particuarly large energy weapon of some sort.

"It does" Superman agreed as he saw that Batman had gotten j'onn secured in his jet and was starting up the advance craft "Get ready to move"

"Uhh, when you say move..." Peter asid as he fired off several web bullets "Do you mean move to cover, or move as in fly out of here? Casue, my armor's energy levels are kinda running on fuems here"

"Already?" Clark joked as he slammed his fist into the ground, upheaving a alrge section of earth in front of him and causeing numeorus alien troopers to fall to the ground from the force of the tremor and the ground benetah them giving way slightly.

"Hey, this thing was alreraqdy at the halfway mark when these guys and their nineteen fifities knock off tripods appeared and then I had to fly a few hundred miles to get here!" Peter said in annoaynce.

Clark hummed at that as he took a deep inhale before he blew out a powerful gust of air at the aliens before he suddenly turn3d and grabbed Peter and shot off into the air as Batman's jet took to the skies with a thundering 'boom'.

"Whoa- HEEEEEEEY!" Peter shouted as he and Superman raced into the air after Batman's jet.

"Sorry!" Superman responded as he adjusted his grip on Peter's armor.

Peter scowled at the man before his spider-sense and suit's sensors went off. Peter blinked as he looked around to see what it was before he paled at the sight of over dozen alien aircraft racing after them.

"Uhh Supes, we have a problem" Peter said as he pointed towards the fasrr apporahcing aircraft.

Superman glanced over his shoulder and narrowed his eyes at the fighters as they began to open fire on him and the Batjet. Batman saw this and immideitly took avasive manuvers with his jet, pushing the engines to their maximum while Superman was forced to weave through the flying energy bolts fired from th craft. Normally he'd tried to take the fight to them but with Spider-man in hsi hands, his ability to fight back was rather limited.

"We're dead, so very, very dead" Peter said as Superman ducked and weaved through the volley of energy bolts, some of them coming within inches of Peter and Superman's bodies.

"Not yet we aren't" Superman said as he blasted at a nearby alien fighter with his heat vision.

"You know the last guy to say that was a bull cow oxen thing before he got blown up by a snow leapord that knew kung-fu" Peter pointed out as Superman dived them under another fighter before it could hit them.

"Well it's a good thing I'm explosive proof" Superman snorted in amsuement.

"To a degree" Peter said sarscatically "Where's I'll be lucky to get off with only thrid degree burns and a limb still attached"

Superman quickly dived towards the ground after seeing two fighters were on his and Peter's tails, their energy canons firing off a barrage of high powere botls that would tear through the rocky surfaces around them before igniting in a powerful explosion. Peter saw this and hummed in thought as his mind raced.

"You think the enrgy bolts themselves are combustiable in nature or are they creating some sort of chemical chain reaction when they make contact with another state of matter?" Peter asked as he and Superman narrowly avoided a powerful explosion that sent hundreds of pounds of rock into the air.

"Not sure, the enrgy blast I was hit with earleir then excplode, just knocked me back" Superman replied as he and Peterflew through a narrow opening between two cliffs "Then again, I think the weapons on these fighters are a bit different in comparision to what hit me earlier"

"Oh joooy" Peter said with a sigh before eh notcied that they were catching up to Batman's jet "Think he has a third seat in there?"

"Not if you don't mind sitting on J'onn's lap" Superman joked.

Petere blinked at the Kryptonian for a second before he shurgged "Just stuff me in the trunk..."

Superman was about to respond to that before a stray bolt fired from one of the fighters struck Batman's jet, clipping the wing clean off and sending the jet spialing to the ground.

"Supes!" Peter said in concern as the two raced after the falling multi-million jet.

"I know, hold on!" Superman yelled as he raced after Batman and J'onn with Peter in tow.

Superman adjusted his grip on Peter's armor before he reached out to grab Batman's jet when suddenly he was struck in the back by a energy bolt. Superman released Peter by accident as the pain and force of the blow sent the Man of Steel flying into a nearby cliffside, leaving Peter to fall to the ground before he used the last of his suit's power to activate his thrusters. Peter looked to see Batman's jet was nearnign he ground and quickly raced after it, hoping he could try and catch it before his suit's alarm suddenly went off and pulled up a small screen on his HUd that showed his power reserves had reached zero.

Peter stared at the display with a blank expression as he felt and heard his suit's thrusters cut off "Oh this is gonna suck on so many levels..."

Peter's spider-sense began to flare as he quickly reached for his belt for anythign that coud possibly save him and Batman's falling jet "Web fluid caplsues, back up mask, back up back up mask, cellphone that's low on battery if not already dead and... nothing to save me from going splat... oh this is just great!"

Peter looked back to see an alien craft racing after him, it's canon prepeed to blast him before a red and blue blur raced through the craft with a sonic boom, tearing the alien fighertr apart before it grabbed Peter.

"Supes, your alive!" Peter exclaimed in joy.

"Really, you think that's going to kill me?" Superman asked with a frown.

"Hey, your weakness is a red sun or a glowing green rock. For all I know, these guys are shooting you with anti-matter weaponry" Peter said as he looked to see Batman's jet about to hit the ground before it was suddenly caught by a glwoing green construct.

Peter's eyes widned at this and quickly looked around for the source of the constrcut until he fund a man in a green and black suit standing on a nearvy cliff with a glowing ring on his outstreched arm. It was John Stewart, one of the four human Green Lanterns from Earth.

"Looks like Green Lantern is here" Superman said as he and Peter watched the man put Batman's jet on a nearby cliff while J'onn phased out of the craft and took to the skies.

"Yeah... the not fun on that is" Peter said with a sigh "Why couldnt it be Hal? I like Hal"

"What's wrong with John?" Superman asked with a frown.

"He's all, super professional and stuff" Peter huffed as the two flew down towards where Batman's jet was placed.

The hum of several alien craft caught tho men's attention and they both turned towards the source in time to see a woman with eagle like wings and armed with a mace appear and began to slam her weapon into the various craft with a savage war cry.

"Hey it's Hawkgirl..." Peter said a little uneasily.

"You've met her?" Superman asked with a quriked brow.

"Once..." Peter said with a cough as he hoped that the avian heroine didn't notice him, or better yet remember him "It didnt end well"

"How so?"

"I'll explain later" Peter said with a sigh as Hawkgirl contined her ruthless assulnt on the various alien war machines.

Superman snorted at this as he came to a stop a few feet above the cliff that Batman's jet was left on.

"Stay here" Superman said as he released Peter before shooting off back into the air to join Green Lantern, Hawkgirl and now J'onn to fight the alien flighters.

"Uh, yeah, sure thing" Peter said with annoaynce before he shook his head "The moment a bunch of other heroes show up, he ditches me for them... typical!"

"Don't take it personally" Batman said as he hopped out of his jet to better exmaine the damge it took.

"Kinda hard for my fragile ego not to" Peter whined has he went to exmaine Batman's damaged aircraft "Wow, hope you paid that off before bringing it here"

"I did" Batman said as he exmained the scorch marks of his jet, the armor had begun to melt and damage the interanl circuits _'Well there goes another twenty million dollars in expreimental circuitry'_

Peter hummed at that as he glanced back up at the sky to watch the battle only to pale as he saw a dmaged fighter coming stright for him and Batman's location "Uh Bat's?"

"What-?" he started only to stop as Peter grabbed him by the cape and dragged him away from his jet just as a burning fighter crashed next to it in a massive explosion.

The force sent btoh men sflying a few meters and flipped the damaged Batjet on it's side before the fighter slowly slid off the side of the cliff and into the canyon below. Peter shook his head to try and clear his vision and make that annoying ringing sound he was hearing go away as he glanced at Batman who looked ot be no better then him, maybe even worse since his suit was made with more fabric and Kevlar than metal like Peter's latest suit.

"You good Bat's?" Peter asked as he climbed to his feet with a groan _'Note to self, install shock absorbers in this thing... ow, my rib'_

"I'm fine" Batman said as he spat out some blood before he stood back up while mentally reveiwing his body's condition.

"Good, good..." Peter said as he looked up in time to see Hawkgirl get caught in a small explosion cayused by a stray energy bolt fired from a alien fighter.

The force knocked Hawkgirl out of the air and cuased her to fall on to a small cliff on the side of the mountain. The avian heroine groaned in pain as she looked up to see the fighter that shot at her coming around for another run.

' _Ah shit_ ' she thought as she made to grab her mace as the fighter looked to be ready to fire when suddenly a new figure dropped in front of her ' _Who the-?'_

"Whoa..." Peter said as he stared at the newcomer with wide eyes.

She was, for the lack of a better term, beauty incarnate.

Shoulder blade length raven clored hair held up by a gold tiara with a red star at the center, a body that out just about every woman Peter has ever met to shame, and had a sort of conficdence about her that made Peter question where he left his. She was clad in a red and gold top made of some sort of material that while appeared to be fabric, it also seemed to have an armored appearnce to it as well. The lower half of her suit was blue with white stars scattered across it's surface that ended at the top of her long muscular legs with a pair of knee high red and white heeled boots that added a few inches to her already tall stature.

She narrowed her sky blue eyes at the appraching aircraft as it charged up it's weapon at the two women.

"Allow me" she said before she brought up her wrists, each one protected by soem sort of metal bracelet and began to block and deflect the powerful energy bolts fired from the alien fighter craft.

Peter's eyes widned at the speed she met each bolt, her arms becoming a blur before she deflected several bolts directly back at the fighter. The alein metal easily gave way under the fire of it's redircted blasts and erupted into a series of small explosions as it fell towards the two women. The two tensed up as the falling craft closed in before a green dome created by Lantern surrounded the two and shielded them from the craft's crash.

Peter watched as the green dome was incased in a powerful explosion of fire and alien metal and plasma before it dissipated to show the green dome unscathed and the two wwomen inside safe and sound.

"Wish my limited edition Dakota ring could do that. After combing through a hundred cereal boxes, all it does is light up" Peter grumbled.

"Who's the rookie in the tiara?" John asked as he dropped the shield around the two women and glanced towards Superman who was currently holding the last alien aircraft over his head.

"I'm not sure" Superman said as he threw it towards a mountain side and watched it collide and explode on impact as the new arrival and Hawkgirl took to the air and joined up with them and J'onn.

Back on the ground, Peter glanced back towards Batman who was also watching the new arrival "She with you?"

"No" Batman replied curtly before a red streak raced in front of the two and came to a stop.

"Hey Bat's, I thinnk you dropped this" The Flash said as he held up the broken off piece of Batman's jet.

"Hi Flash" Peter said with a wave towards the super fast man.

"Sup webs!" Barry said with a beaming smile "How's things been?"

"Fine" Peter said with a shurg as Superman, Green Lantern, Hawkgirl, J'onn and the unknown woman landed a few meters away from the three ground based individuals. Peter scowled playfully at Superman as he gestured to the new arrivals "Oh, so you ditched me for them?"

"Well they can fly" Superman said with a shurg.

"I can too!" Peter whined.

"When your new suit as power" Superman responded with a smirk.

"I'm gonna remember this" Peter said as he pointed towards the powerful man.

"I'm sure"

Flash handed Batman the peice of his jet's wing before he noticed the raven haired woman. His eyes widned as he exmained her "Whoa, where have you been all my life?"

The woman blinked at the Flash as she answered innocently "Themyscira"

"Isn't that where the Spartans were all killed?" Peter asked.

"No, that is Themopoli" the woman said with a shake of her head.

"Oh..." Peter said before he noticed Hawkgirl scowling at him "Hehehe... hey Hawkgirl"

"I have half a right mind to beat you to death with my mace" she said as she held up her crackiling mace with a glare.

"Mommy!" Peter sqauked in fear as he hid behind Superman for protection from the angry red head.

"Don't hide behind me" he said as he tried to move out of the way.

Hawkgirl rolled her eyes at the man's childish antics ' _To think I actually slept with that man...'_

She then glanced at the woman that saved her "So Themyscira huh?"

"Yes, that's right" she said with a nod.

"Always thought that was a legend" Hawkgirl admitted.

"I assure you, it is as real as the ground of which we stand" she said with a freindly smile "I am Diana, Princess of the Amazons"

"Pinch me, I must be dreaming" Flash said with a dreamy sigh before he was elbowed by Superman, causing him to yelp in pain before he glared at the Man of Steel.

"Themyscira is protected by the gods, but I could not stand by while the rest of the world was in danger" Diana explained to the assembled group of super powered individuals.

"Well we're lucky that you showed up when you did" Superman said before J'onn suddenly stepped forward.

"Not Luck" he said with a shake of his head "I telepathically summoned you"

"Look, I'm usually pretty quick on the uptake, but can someone please tell me what's going on here?" Flash said as he glanced around.

"Uh alien invasion" Peter said with a quirked brow towards the Scarlet Speedster.

"I mean besides that!" Flash said with annoyance as he gestured towards J'onn "Like, who is this guy exactly?"

"A alien named J'onn" Peter said with a shrug.

"That's not what I meant!" the Flash whined.

Hawkgirl shook her head at this "I swear I'm growing dumber by just being near these two"

"You get used to them" Stewart said with a heavy sigh _'Really wish I went with Hal and Kilowag to the Frontier now...'_

"Spider-man, why don't you help me re-attach Batman's jet wing" Superman said as he lifted the machine piece up with one hand and began to carry it towards the jet.

"Why can't Batman?" Peter asked.

"You saying you can't do it?" Batman said as he glanced at the man. While the Dark Knight found Peter's personality a bit too much to be around, especially when he finds a topic to talk about for hours at a time, the man's intellect rivaled his own and even surpassed his in a few areas.

Peter turned towards the man with a scowl "What you think I can't do it?"

"Can you?" Batman fired back.

"Damn straight!" Peter said as he marched after Superman "Move over Supes, when I'm done with that thing, it'll be able to fly underwater!"

"Is that really necessary?" Superman questioned.

Peter snatched the wing out of the man's hand "No, but why the heck not?!"

As the two men went about re-attaching the wing to the jet, J'onn began to give a explanation as to who he was, where he was from and more importantly, why their planet was being invaded and for what end.

"So J'onn J'ozz, you came from Mars to warn us?" Diana asked after J'onn gave them a brief run down of who he was and how he ended up on Earth in the first place.

"This is just too weird" the Flash said with a shake of his head.

"Says the man that can break the sound barrier because he got electrocuted by some weird lightning!" Peter shouted from the jet as he held the wing in place while Superman wielded it back together with his heat vision.

"That's different and you know mister bitten by a radioactive spider!" Flash shouted back.

"I've seen stranger things" John said.

"We first encountered them a thousand of your Earth years ago" J'onn said as his eyes narrowed in thought while his mind traveled back to the last peaceful days of his home world "It was a golden age. Our Martian civilization was at the height of it's peace and prosperity. And then... they arrived"

The group of heroes all silently noted the anger and even fear in the Martian's tone as he continued his tale "Where they came from no one knew. But they were determined to make our planet their own. We Martians were a peaceful people, and the taking of any life was abhorrent to us... but we quickly learned the ways of war"

 _'Damn...'_ Peter thought as he noticed the dark shadow that seemed to fall over thee Martian's face as he and Superman rejoined the group.

"For centuries the battles raged on. Every trace of our civilization was obliterated" J'onn said with a distant look on his face "We fought valiantly, but the invaders, they were parasites. They fed on our psychic energy. As we grew weaker, they grew stronger, they even absorbed our shape shifting abilities. Finally, a small group of Martian survivors planed one final, desperate attack"

J'onn grew quiet at this, his face going blank as he stared off into the distance. After several moments, he spoke in a low tone "Inside their underground stronghold, we released a powerful nerve agent which paralyzed them. The attack was successful, but the cost was dear... I was the only survivor, the last of my kind"

Out of the corner of his eyes, Peter noticed Superman stiffen at this. The Queen's born man was puzzled by this before it finally clicked in his head _'Last survivor of his race...'_

For a brief moment, J'onn and Superman stared at one another, their weighted gazes seemingly piercing one another's. One the survivor of a great cataclysm, the other the survivor of attempted genocide.

"What happened afterwards?" Flash asked.

"I sealed up their citadel to keep them in a state of suspended animation... part of me hoped they would 'starve' to death. For over five hundred years I stood guard over them" J'onn stated lowly before he sighed "But then, while I was in a hibernation cycle, Astronauts from earth unsealed the stronghold and accidently revived the invaders"

"Wait!" Flash said with a confused look on his face "Those Astronauts never said anything about finding life on Mars"

John huffed at this "Some pencil pusher in Washington probably thought it should be classified information"

"Assuming they ever came back from Mars" Peter said with a slight shiver at the thought of being left to die on Mars, alone and with no hope of rescue _'Not how I want to go... heck that ain't on way for anybody to go... well almost anybody'_

Peter mentally shook his head as crazed laughter began to echo in the back of his mind as J'onn turned towards the group and spoke "With all the Martians gone, the invaders had nothing left to feed upon. So they turned their sights to Earth"

"So we aren't even the first choice?" Peter said with a snort.

"Man, I feel bad for our planet now" Flash said with sagging shoulders "We're only being invaded because there was no one else around so they had to settle for us"

"It's like going to a McDonalds to buy something off the dollar menu only to see they don't have one and you have to get something else!" Peter joked.

"Dude, you have any idea how many times that's happened to me?" Flash said with a laugh.

"Can we focus on the situation at hand here?" John snapped at the two men with annoyance.

"Fine" Peter said towards the Lantern before he grinned sheepishly towards J'onn "Sorry"

"It is alright" J'onn said with a faint smile, it had been far too long since he's veer smiled in genuine amusement "After I narrowly escaped from the re-awakened invaders and came here to warn you of the coming invasion. But I was captured not long after I arrived. While I was being held captive, the Invaders sent advance agents to disable Earth's defenses"

"That's why they sabotaged the deep space monitoring network" Batman said with a frown "So we coudlnt detect their activities"

"Would we have been able to?" Peter asked with a quirked brow "I mean I know it was all Wayne tech that thing's made of but we are talking about trying to monitor a race that could achieve interstellar travel and took on and beat a civilization that sounded way more advance then us"

"He's right, it'd be like trying to listen in on radio transmissions with a telegraph" the Flash said in agreement.

"It would have at the very least showed us that something was coming" Batman replied "Given us some warning of a invasion"

"It doesn't matter now" John said as he stepped forward, his eyes glowing green "Their here now and from the sounds of it, they want to harvest humanity"

"For our brain power" Peter added before he gasped "Wait, does that mean I'm a target? Because I'm super smart and stuff?"

"Aw man, that means their gonna be after me too" Flash said with wide eyes.

"They most have low standards then" Hawkgirl said with a snort.

"Harsh/Well I think I'm special..." Peter and Flash said with sagging shoulders before both men froze at the sound of distant thundering that was powerful enough to cause the ground to shake a little.

"What was that?" Diana said with wide eyes.

"It has begun" J'onn said grimly as he stared off into the distance where a large unnatural storm cloud began to form.

"What are they doing?" Hawkgirl asked as she turned towards J'onn with a confused look.

"Trying to make it rain?" Peter asked with a shrug.

"The Invaders are nocturnal" J'onn said as he glanced at Hawkgirl "They want to blot out the sun so they can live in perpetual darkness"

"Well if that's the case, why couldn't they move to Gotham? Plenty dark there" Peter snickered.

"It's no joke" Batman said as he glanced at Peter in annoyance.

"What's the big problem?" Flash said as he went to stand next to J'onn "Can't you just whip up another nerve agent thing?"

"Unfortunately no" J'onn said with the barest hints of regret in his tone "The gas can only be made by a rare Martian plant. I brought a sample with me but it was destroyed when I was captured"

"Was it the Alien guys in disguise or just typical government idiots?" Peter asked.

"...I'm unsure" J'onn said after thinking it over for a few moments.

"So, what's plan B?" the Flash asked.

"Take us to their leader?" Peter supplied.

"Eh I was thinking that would be plan 'C'" Flash responded as he cupped his chin "Maybe expose them to Earth bound diseases?"

"Or upload a virus into their network and set a nuke off in their mothership?" Peter said before he slapped his forehead and glanced at Superman "Oh yeah, half that plan is off the table"

"In my defense, I doubt nukes would do much against these guys" Superman said with a frown.

"For now, we should focus on taking out those factories" Diana said as she stared at the distant clouds with a frown.

John glanced at her with a scowl "Lady, this is no job for armatures"

Diana blinked at the Green Lantern's remark before her eyes narrowed in ager and she turned towards the shorter man with a glare "We Amazons are warriors born. Want to test me"

"Least we're getting the super hero fight out of the way now" Peter said as he leaned in towards Superman.

The Man of Steel chuckled at this before he stepped forward "Let's not fight among ourselves"

He placed a hand on Lantern's shoulder "John, we're gonna need all the help we can get"

"Fine" John growled out as he walked away from the Amazon "Sorry, your highness"

Diana glared at his back before she noticed Spider-man standing next to her.

"Don't mind him, he's just jealous that Guy is a more popular Green Lantern then him" Peter said with a grin under his helmet as he watched John stiffen at this proclamation before he took a deep breath and spoke in a barely restrained tone.

"Tactically we'll have multiple objectives, so we'll need to split into teams" the former Marine stated.

"Ooh, ooh, can I go with Diana?" Peter said as he raised his hand and shook it in the air before he noticed everyone was looking at him strangely minus Diana "What?"

...

Ten minutes later en-route to Papua New Guinea...

...

"This sucks sooooooo much" Peter grumbled as he sat in a small dome of energy created by John as he, the Green Lantern in question and the Flash raced across the ocean to one of the major terraforming sites set up by the Invaders.

"We have a job to do and we can't afford any distractions" John said with annoyance.

"Bah your just upset because I think Guy's more popular then you" Peter said with a scoff.

"Yeah, that's it. You figured me out" the man said with an eye roll.

 _'Really wishing I went with Hal now. Chasing a mysterious Green Lantern killer has to be better than being around this man'_

"Hey Lantern, race ya!" the Flash yelled out from below as he sped past Spider-man and John.

'Correction, being stuck in the middle of nowhere with only Guy for company would be better than this' John thought with a sigh as the three heroes raced onwards to destroy the first terraforming machine.

...

* * *

And done.

Next chapter, counterstrike...


	3. Chapter 3

answers to reviewers questions or statements:

 **Bladewolf101** : Let's just say that Hawkgirl has a strong distaste for Russian hunters.

 **Marveldcfan** : To a degree he is. Perhaps.

 **Movienerd74** : No, Peter didn't create the Guardians of the Galaxy but he was an original member along with two other Marvel characters, one being Carol. No, Peter isn't in any relationship by the time he returned to Earth, hasn't be in one since he left decades earlier, we'll see why later on.

 **Spawn Hades:** Aside from Hawkgirl, he's only been with Gwen, who's already dead, MJ and Liz Allan. But he'll get with a few more girls before this story ends in tears and blood.

 **Shocknawe 425** : We'll see.

 **spiderman1fan** : Yeah, I'll bring in a few elements of the New 52 and Pre-New 52 here.

 **amazingkingxman** : Spidey's natural element is going from bad to worse. But we'll be seeing him show his intelligence when the occasion calls for smarts rather than a quip... or both.

 **Superstar** **Kid** : Let's just say that Shayera found out that when Spidey gets to talking... he doesn't stop.

 **Fenrir44** : We may see that during the Justice League Unlimited portion of this story.

Disclaimer: I don't own any Marvel or DC characters seen, mentioned or used.

* * *

"That's our target" John said after he, Peter and Barry arrived at thee location of the first alien factory.

"Are you sure?" Peter said as he glanced at the Green Lantern "I don't want to trash a place that turned out to be a power station"

"He's right, that could be a toy factory for all we know" Barry said as he cupped his chin in deep thought and nodded.

John looked at the two with a look of pure disbelief as he pointed towards the inhuman structure "It's surrounded by those alien tripods! And what building even looks remotely like that on earth!?"

"Hey, just because we never see buildings like this in America doesn't mean it's not human" Peter said with a scoff before he turned to the Flash "Flies all over space and sees hundreds of different alien civilizations and yet can't tell if something on earth is human or not"

"Guy wouldn't have made that mistake" Barry said with a shake of his head.

"I hate both of you so very much right now" John said with a sigh.

"You hate us then you love us, it's our charm" Barry snickered.

"We're like lucky charms. We're bad for ya health, but too good to not have at some point in your life" Peter agreed.

John rolled his eyes at the two as he stood up "Okay, I'll hit them from above, try to get their heavy weaponry aimed at me while Flash, you and Spider-man go in-"

"Uh Lantern, he's already down there" Peter said as he pointed towards the red blur that was the Flash as he raced down the cliff they were on and towards the alien factory "Also why are you in charge? Why not me or the Flash?"

"Cause between the three of us, I'm the one with any real military experience and knows hw to lead a group of individuals to accomplish a task!" John snapped in annoyance.

Peter blinked at this "Yeah well... meh!"

He then leaped off the cliff and fell towards the jungle below as the alien tripods noticed the Flash running amongst them and began to open fire with their advance weaponry.

John watched the scene for a moment before he looked up towards the sky with twitching brow "Guy, Hal, Kyle... if none of you are back soon, I'm going to kill them both"

And with that, he rose into the sky to join the fray.

...

Peter landed on vine covered brank, startling several colorful birds and watched as Barry raced through the storm of energy fire from the massive tripods. He noticed one of the tripods passing not to far from the tree he was on and quickly checked his web shooters and saw that one was near empty. He quickly loaded up a new cartridge and took aim at the passing tripod's legs and began to shoot multiple re-enforced strands at the three limbs before he attacked them to the tree he was on and quickly leapt to another and repeated the process. Peter watched as the tripod jerked and almost fell over as the web lines went taught and turned to see what had impaired it's movement.

It made to blast the webbing and the tree it was attached to before several green beams of energy fired from John caused it to stagger, it's head starting to emit smoke from the intensity of the blasts and the internal damage it inflicted. Peter shot more webbing at the limbs to keep the tripod in place before he felt his spider-sense tingle as the area he was in darkened slightly. He looked back to see another tripod aiming it's energy cannon at him.

"Ooh boy" Peter said as he jumped out of the way as the tripod fired, destroying the tree he was on.

The force of the explosion sent Peter flying through the branches of several trees before he shot a web line out and used it to swing around a tree and launched himself back at the tripod with his built up momentum. The alien pilot inside didn't seem to expect Peter's actions and had the war machine take a few steps back in an attempt to avoid Peter's trajectory. Peter however remedied that by shooting two web lines at the machine's head and yanked him forward and landed on it's surface in a crouch.

"Okay, I'm on. Now what?" Peter said as he began to crawl across the tripod's surface as it tried to shake him off.

"Hey webs, you see a way in that thing?" Flash yelled as he raced pass the tripod Peter was on while several more tripods fired at him, doing their best to avoid hitting their ally while still trying to get the scarlet speedster.

"Not yet!" Peter yelled back as he tapped on the alien metal with his knuckles "So much for pulling a Chewbacca!"

"Wasn't it the Ewoks that hijacked the walk- GAH!" Barry yelled as a stray blast from one of the tripods struck ahead of his path, the force of the explosion sending him flying through the air.

"Flash!" Peter yelled before he felt his spider-sense tingle as the tripod stopped moving and angled it's head towards several other tripods "Ah crap..."

Peter jumped from the alien walker just a second too late as their energy blast volley struck the tripod and ignited an explosion that singed part of Peter's armor and sent him flying through the air before he landed on the ground... hard.

 **KOOOM!**

"...Owie…" Peter groaned as he heard several alarms for his armor going off warning him of a few broken bones and a fracture. he tasted blood in his mouth and looked around to see where he landed before he notice Barry, his suit a little torn and a wet red patch by his shoulder, lying only a few meters away "Barry, you still breathing over there?"

"If I say no, can I go home please?" Barry groaned out as he climbed to his knees and looked up to se several tripods approaching them, their energy weapons charging and ready to fire "You think it's too late to talk this out?"

"Are they gonna probe us?" Peter asked as he sat up and winced as he felt his back flare up in pain.

"Probably" Barry said with a resigned sigh "And attach our heads to dog bodies"

"As long as it's not a purse rat, I'm fine with it" Peter said as he felt his spider-sense flare just as the tripods opened fire on Peter and Barry's position.

Suddenly a massive green shield formed between the two heroes and the advancing tripods and took the full brunt of the energy barrage. The energy shield shook as it absorbed the impacts as best it could while John landed before the duo, his attention on the approaching walkers.

"Having fun?"

"A blast" Barry remarked dryly as he felt the wound on his shoulder close up and the pain in his left leg dull.

"Hey John, I think that factory their protecting might be one of theirs" Peter said as he forced himself back to his feet.

"You don't say" John said as he had his ring form several artillery guns along the top of his shield and open fire at the advancing tripods, hoping to drive them back until he and the others could think of a plan.

It was than that he saw dozens of foot soldiers emerging from the factory along with several more walkers in the distance along with what he thought was two or three squadrons of their aircraft approaching. His eyes narrowed at the odds that were being stacked against them "We need to retreat"

"But what about the factory?" Peter pointed towards the still operational structure.

"At this rate, we wont last long enough for it to matter" John said as his ring sent a message warning him his ring had fallen to twenty percent "My ring's losing power and I doubt these guys will give me the time to recharge it"

"Hal could do this with hardly any power in his ring" Peter said sullenly.

"Guy could do it with no ring" Barry said with a pout.

"Oh for the love of- YOU WANT TO GO AND GET THEM? BY ALL MEANS!" John shouted at the two as his shield began to crack under the constant barrage from the alien walkers.

"We're good!" Peter said as he felt his spider-sense fare again as several alien fighters flew overhead.

"Flash, get Spider-man and run on my signal" John said as he struggled to keep his shield up as more and more cracks began to form under the numerous energy blasts hitting it.

"Got it" Barry said as he grabbed Peter by the shoulder and neck.

"What are you doing? Why are you grabbing my neck?" Peter asked.

"So you don't get whiplash" Barry said.

"What?" Peter said with a frown as Barry turned towards him.

"Whip. Lash" Barry said slowly before he turned towards John "Ready when you are!"

John nodded as he waited several seconds before he sent the crumbling wall towards the tripods "NOW!"

And in a blur, the Flash and Spider-man were gone with John racing to catch up while his shield struck several tripods, the force knocking them over and forcing the ground troops around them to scatter or risk being crushed.

"So now what?" Peter asked as the three came to a stop by the coastline a few miles away.

"Try hitting them from the side?" Barry asked as he rubbed his shoulder before he glanced back at the direction of the factory "I could try to run around the area at optimal speed. Create a vortex or even a vacuum"

"They probably don't need oxygen to breath" Peter said as John landed beside them "Do they?"

"How the hell should I know? I've never encountered these things before" the Lantern said with a scowl before he glared at both Peter and Barry "And I swear if one of you says that either Hal, Kyle or Guy would know I'm going to-"

"Relax GL, I'm sure they wouldn't know much either" Barry said as he patted the man's shoulder before he shared a look with Peter "But I bet Alan Scott would know what they are. Probably how to beat them too"

"No doubt" Peter said with a nod.

John gritted his teeth before he took a deep calming breath "Okay, obviously hitting them in force won't work. So instead of running in head first cocksure of ourselves, we try-"

 _'Regroup'_ J'onn's voice echoed through the three's minds followed by a image of a rooftop on Metropolis.

"Something tells me he's not calling us back to tell us that we've figured this whole thing out and we're gonna win" Peter said with dread in his tone.

"Plot twist, he's been working with these guys the whole time and this is him betraying us" Barry said as he slammed his fist into his palm before he noticed John and Peter's looks "What? That's how it usually goes down in the movies"

"He's not wrong" Peter agreed before he glanced at John "Think you can get us there?"

"Give me a minute to recharge this thing" John said as he summoned his Lantern and prepared to recite the oath to charge it.

Peter nodded as he glanced at Barry "So why he recites his Dakota ring's pledge of allegiance, you seen what their gonna demonstrate at the Wayne Expo this year?"

"Oh yeah" Barry said with a laugh before he stopped and frowned "Wait, is it gonna be canceled because of the alien invasion?"

"Better not" Peter said with a scowl "I already purchased tickets for me and my Aunt!"

...

Several hours and a few thousand miles later, Peter, John and Barry arrived back in Metropolis to find it a literal warzone. Entire city blocks were either destroyed, on fire or being pummeled by the various alien tripods roaming the city. The military was doing their best to fight back, but they were vastly outnumbered and outgunned against the hyper advance invaders.

"The movies made these always seem better than they actually were" Peter said from within the bubble John made for him to be carried in as he scanned the horizon and watched as several fighter jets were gunned down out of the sky by a squadron of alien aircraft.

"Welcome to war" John said grimly.

It wasn't the worse he's seen since joining the Green Lantern Corps, but to see such devastation to his homeworld was still pretty jarring. He had hoped that Earth would avoid any intergalactic wars in his lifetime.

'Can't get what you want' he thought as he saw Diana and J'onn on a remote rooftop and angled their approach towards them. Barry saw where they were going from the ground and quickly sped ahead and raced up the side of the building and came to a sudden stop by J'onn.

"Sorry we're late. We were helping some civilians" John said as he landed next to Diana and the green bubble around Peter disappeared.

"Also I had to use the little spider's room" Peter said as he looked around for a certain caped crusader "Where's Bat's? Wait, he's right behind me, isn't he?"

Diana looked down at the ground with a saddened expression while J'onn spoke in a low tone "He acted heroically... to the end"

"He's dead?" Peter said with surprise.

"Batman?" Barry said with a frown "The Batman is dead?"

"Yes..." J'onn said as he looked at Peter and Barry with grave expressions.

"Where's Superman and Hawkgirl?" John questioned.

"Captured" Diana said as she pointed to the factory that the duo were sent to destroy "Their being held in there"

"This is not good... definitely not good" John said with a serious expression.

"So now what?" Peter said as he turned to J'onn.

"We need to get in and rescue them" the Martian stated.

"Easier said then done" John said as he analyzed the forces around the factory "We're gonna need a distraction to get in undetected"

"Agreed..." Hawkgirl said with a nod "We need something to draw their attention. Something they can't ignore"

"Right, so who's drawing he short straw?" Peter asked as he noticed that everyone minus Flash and Diana were looking at him "What? Why's everyone looking at me?"

"And me?" Flash asked with a frown before it clicked "Oh you all suck so much right now"

"Wait, you want us to be the distraction?" Peter said with wide eyes as he gestrurd to himself and Barry "Us?"

"With your mouths, they wont be able to resist shooting at you" Shayera said with a predatory grin.

Peter's brow twitched at this "Don't remember you complaining about my mouth when we teamed up"

Shayera's grin fell at this and she growled at the wall crawler "Keep pushing me web head and see if I don't crack your skull open with my mace!"

"You won't" Peter said with a snort before Hawkgirl lunged at him and he shrieked and dived behind Diana "AH! She's gonna do it!"

 _'We are all so fucked'_ John thought with a sigh as he, J'onn and Barry watched as Hawkgirl demanded that Diana move so she could beat Spider-man's skull into a pile of bone and brain matter.

...

Peter let out a pained groan as he cracked his eyes open and tried to move but found his hands and feet restrained by some sort of mucus like substance "Oh that's just wrong. Being held in place by alien boogers"

"Nice to see your awake" Clark's voice spoke up a little behind Peter.

The wall crawler turned to see the Man of Steel was equally restrained along with Hawkgirl, Flash, Diana and Green Lantern "Hey, what happened? Last thing I remember, me and Flash were getting shot at before they shot some sort of gas thingy at us and everything went dark. Also, they didn't probe me when I was out, did they?"

Clark stared at Peter for a second before he shook his head "No, far as I know they didn't. Then again, I've only been awake a few minutes"

"Well so long as nothing pops out of my chest, I'm good" Peter said as he tried to move "Also what the heck is this stuff?"

"Don't know" Clark said with a frown as he stared at his restraints "If I was at full strength I could get out of these, or maybe burn them with my heat vision, but I haven't had a change to absorb any sunlight since this whole mess started"

"Maybe you should carry around a little UV light for situations like this" Peter suggested.

"Where would I put it?" Clark asked as he looked down at his belt, painfully modest and dull compared to the likes of Batman's own utility belt.

"I don't know" Peter said with a shrug as Flash and J'onn began to regain consciousness.

"Ow, my aching head" Barry whined as he looked around before he looked down at his arms and legs and tried to vibrate them only to frown as he felt the restraints tighten "That's not good. I can't vibrate my limbs out of these things"

"J'onn, can you phase out of them?" Clark asked the Martian as he scanned their surroundings.

"no..." he said with a shake of his head "These restraints are designed to scan a organisms biology and adapt to it's strengths to better subdue them. Mine are running a low level electrical field through me. If I try to phase out, I'll be electrocuted"

"Eh, it's not that bad" Peter said with a shrug "I've been shocked plenty of times by Electro"

"Isn't that the guy that dresses in green with that weird lightning bolt mask?" Barry asked.

"Yeah" Peter nodded before he noticed several of the invaders on a platform looking down at them "Uh, have they been watching us this whole time?"

"Yeah, that's not creepy or anything" Barry said with a shiver "Hey, while your there, can I use the bathroom? I've had to go since this morning"

"Earth's mightiest heroes. Welcome" one of the invaders said in a mocking, victorious tone as he began to change until he took the form of Senator Carter, the first man to step foot on Mars and the one who sued for Earth to de-nuclearize. He smirked at the surprised heroes, at least the ones that were awake.

"Senator Carter, I might have known" Peter said with narrowed eyes.

"Really?" Barry asked.

Peter shoulders slumped "No, I didn't, I just wanted to sound cool even though we're beaten"

"Ah, makes sense" Barry said with a nod.

"I'm afraid the real Carter never returned from Mars" the fake Carter said with a dark grin.

Clark's eyes narrowed at this "And you used me to weaken earth's defenses!"

"You were so eager to cooperate" the double agent said with a smirk "Thanks to you, the humans were totally helpless against us"

"Did he just say totally?" Barry said with a frown, interrupting the alien "What's he think it is? The early Two thousands?"

"Dude, it's toates now" Peter said with a snicker "I'm not a millennial and even I know that!"

"Aren't you in your twenties?" Clark said with confusion as he did some quick calculations in his head.

"Late twenties" Peter corrected.

"Are you all quite done?" the fake carter asked with an air of impatience and annoyance.

"Are you annoyed?" Peter asked.

"Yes" the man snapped.

"Then yes, we are" Peter said with a satisfied nod.

The fake Carter narrowed his eyes at Peter as he placed his hand on a console that began to open up a section of the ceiling that showed dark cloud covered sky, lightning crackling overhead. Amongst the clouds sat a lone ship, far different and larger than any craft seen used by the invaders since their assault on the planet began. And from that massive warship came a much smaller craft, flying towards the heroes. It slowly lowered itself through the opening made by the fake Carter and came to a stop a few meters above the ground.

"All hail the great Imperium" fake Carter said as he and the other alien invaders all bowed.

"Do we have to bow too?" Peter asked J'onn.

"I can do a 'hi', but if their expecting me to bow, their wrong" Barry said as he tried to vibrate his limbs again "Damn hyper advance alien technology... also can we keep this stuff afterwards? I can think of someone that this would be super useful against"

"Ditto" Peter said with a nod as he and others watch the a hatch on the ship open, letting loose a stream of steam before it faded away to reveal a large floating pink and black blob with several tentacles "So I'm going to guess that's the Imperium thingy"

The Imperium slowly approached the edge of the platform that the fake Carter and other aliens stood on and seemed to stare down at the lone Martian of the group while John, Diana and Shayera finally regained consciousness "J'onn J'onzz. It's been a long time"

"What the hell is that?" Shayera said with a look of disgust at the Imperium.

"Their leader" Peter said as he glanced at the red head "BTW's, we may or may not have told him that if he leaves Earth, you'd marry him"

The winged woman blinked at this before her eyes narrowed in outrage "You son of a-"

"Enough" the Imperium said in a dark tone.

A section of the platform that held the heroes restrained suddenly lifted and carried J'onn towards the Imperium before it released him. Two of the invaders, each armed with some sort of staff, approached J'onn before they suddenly electrocuted him. J'onn let out an agonized scream as his body violently shifted and changed until he reverted to his original form and collapsed to the floor, his body shaking as arcs of electricity raced across his prone form.

"Supes, if you have some sort of plan, now's the time" Peter said as he tried to tear himself free but to no avail.

The Imperium watched as J'onn struggled back to his feet before it sent several of it's tentacles forward and seized the Martian. J'onn let out an agonized scream as the limbs dug into his body and began to travel under his skin. It then began to pull J'onn slowly towards it until the last Martian was pulled inside the alien being, leaving the League shocked.

Clark's eyes narrowed in anger at this "Let go of him you filthy pile of trash!"

Clark renewed his attempts to free himself along with Diana and Peter while Barry tried to vibrate himself free. John was trying to activate his ring and blast his way ut of his restrains while Shayera tried to activate her mace to try and tear her way out. Suddenly, a loud explosion caught everyone's attention and they looked towards the source. On one of the red sacks with some sort of crystal in the center was-

"Batman?" Clark said with shock.

"It can't be" Diana said in a equally shocked tone.

"Okay we get it universe, Batman and his people don't stay dead... no need to rub it in our faces" Peter moped.

"Not gonna lie, being able to come back to life would be kinda cool" Barry admitted as he watched Batman take some sort of device and jam it into the sack and attach it to the crystal.

The crystal seemed to shiver as it turned blue, as did the liquid within the sac before it began to spread up the column and infect the other red sacs, turning them blue as well.

"What have you done?" fake Carter said with horror.

"Reversed the ion charge" Batman said simply.

"The crystal, destroy it!" the Imperium shouted in rage.

Batman quickly shot a grappling hook and used it to pull himself to safety as the aliens opened fire on the crystal in attempt to stop what the dark knight did. The energy bolts bounded harmlessly off the structure, causing fake Carter to hiss in anger.

"It's shielded" he said as more and more crystals and sacs were reversed until a blue beam of energy shot out from the factory and into the sky.

Peter watched as the clouds begin to dissipate and vanish, revealing blue skies overhead.

"Here comes the sun..." Peter muttered the tune to his favorite Beetles music.

"More of a 'Let there be light' moment" Clark said with a snort.

"That's a close second" Peter said as beams of sunlight entered the massive hatch the alien ship entered and began to burn the invaders, causing them to shriek in pain as they raced for the shadows "Wait, are they vampires?"

"Alien vampires?" Barry said with a thoughtful frown "Eh, I can dig it"

The Imperium shuddered in pain as it began to boil and made to lee to the safety of darkness when J'onn suddenly tore himself free of the creature and seized it's tentacles.

"NO!" the Imperium shouted as it was dragged farther into the sunlight by the Martian.

"You live underground and shutter the light" J'onn growled as he pulled the screaming Imperium deeper into the light "Why? Does it burn your pale putrid skin?"

"Well maybe he just burns easily, I know I do" Peter said as Batman landed before the ground.

"Ultraviolet rays" the dark knight stated as he pulled out some tool that emitted a high powered beam of heat and began to burn away at Diana's restraints "Coming from the depths of space, likely a world without a star or simply years developing outside the effects of one have made them highly vulnerable to a star's radiation"

"Like vampires?" Peter asked as Clark took a deep breath as his body recharged with the much needed solar energy before his eyes glowed red with his heat vision.

"Yes Spider-man, like vampires... only less attractive" the Kryptonian said as he began to melt his restraints.

"Oh..." Peter said with a nod before he frowned "Not the lamest weakness I've heard. I mean water as an alien's weakness is about as lame as it can get for anybody"

"Oh I saw that movie too" Barry said as Superman broke free of his restraints and began to fire blasts of his heat vision at the regrouping alien invaders.

Diana tore her hands free and used her bracelets to deflect any incoming energy blasts from the aliens while Batman rushed towards John and began to burn away the restraint that housed his ring. Superman meanwhile reached down and grabbed a chunk of the alien material that made up the factory's floor and began to lift it and create a makeshift shield for the heroes from the energy blasts.

"Hey uh Supes, you mind helping Bat's hurry up?" Peter asked as he saw the dark knight still burning away the restraints for Green Lantern's ring hand.

"On it" the man of steel said as he glanced towards Hawkgirl with his heat vision and with a quick steady stream, burned away the restraints holding her mace wielding hand.

"Not gonna lie, kinda thought he'd do me first" Peter said as he glanced at Flash.

"Same" the fastest man alive said with a nod as Shayera let loose a terrifying war cry as she ripped her mace free and used it to destroy the restraints for her legs and other hand before she took to the air with a single flap of her wings and charged towards the aliens with a yell.

"Red heads, gotta love them" Peter said with a snicker.

"I hear that" Barry said as Green Lantern's ring was finally freed and it's wielder quickly began to blast away at the remainder of his restraints and that of Peter and Barry's while Diana took off after Hawkgirl to aid her while Superman flew towards the ceiling to create more holes to let more sunlight in and hamper the aliens efforts to fight back.

"You got much web fluid left?" Batman asked as Peter and Barry were finally freed and the flash took off towards the fight with Green Lantern while Peter checked the state of his web shooters.

"Half a cartridge in each, should be plenty" Peter said as he looked for a suitable place to shoot a web line to get the high ground when he noticed something odd in one of the little cavern like balconies. He sued his helmet's zoom feature to get a better look and was greeted to the sight of over a dozen people all trapped in some sort of red cocoon "I got eyes on people in weird glowing sacs of... alien goo"

"Where?" Batman asked as he followed Peter's line of sight and just made out several red bulbous figures with his cowl's lenses "Hmmm..."

Peter glanced at the fight not too far from them and saw that for the most part, Superman, Flash, Green Lantern, J'onn, Diana and Shayera were handlining themselves pretty well. He than shared a knowing look with the dark knight "Well, it's not like anyone will notice us getting them out of here. Plus we're kinda underequipped for this kind of thing"

"Agreed, they can take it from here" Batman nodded as he and Peter fired of their respective forms of swinging and headed for the captured humans.

 _'Here's hoping hey don't have any thing about to burst out of their chests..._ ' Peter thought as he landed before one of the pods in a crouch and looked around for any guards _'Come to think of it, I hope I don't have any in me. Dang it, should have had Clark give me a quick scan'_

Peter moved towards the first trapped human and scanned the structure they were in before he shrugged and rammed his fist into it. He had to hold back a shiver at how cold the liquid was inside as it seeped into his armor before he ripped his hand back out and allowed the liquid and the person inside, to flow out. Peter could faintly hear Batman working on another sac with his cutting tool while he quickly moved to another sack and repeated the process again and again. After a few moments, the prisoners were all free and a few looked like they were about to wake up.

"We need to get them out of here before the rest bring this whole place down on us" Peter said as the factory shook from Diana, Superman and J'onn's actions.

Batman nodded as he looked towards where Green Lantern was and signaled the man over. Peter watched the lantern approach before he glanced back at Batman.

"So Bats..."

"Hmm?" the caped crusader glanced at Peter with a quirked brow under his cowl.

"Does this mean we're a team or is this a one time thingy?" Peter asked as he gestured to everything around them.

"Let's get through this and then worry about that" Batman said as he suddenly pulled three batarangs and threw them towards a few of the aliens that had just arrived at the balcony where they kept their human captives.

"Works for me" Peter said with a nod as John arrived and glanced at the freed humans.

"Their anymore?" he asked as he formed a large bubble construct to carry them in.

"Honestly, I have no idea" Peter said as the factory shook again with another violent tremor and some sort of alarm went off "But I don't think we're gonna have much time to check"

"Right..." John said as he incased both Batman and Spider-man in a protective aurora and began to rise in the air with the freed captives "Hold tight, it's going to get a little bumpy out there"

"Like driving over a pot hole bumpy or gong off road bumpy?" Peter asked.

John glanced at Peter for a second before answering "With you, like falling down a mountain"

"...Aw man" Peter said as the three heroes and the human prisoners raced through the air, weaving through a hail of energy bolts fired from the aliens and into the open sky outside.

Peter glanced around and saw the ship the Imperium came down in was being held tightly by Diana's golden rope while Shayera was beating the ever loving hell out of it with her Nth metal mace. Peter almost felt sorry for the weird living germ looking thing as he watched a final strike from Hawkgirl ignited a powerful explosion on the drop ship before Diana pulled and sent the Imperium's attempted escape craft back into the burning factory, creating a massive explosion that caused Peter's teeth to rattle.

"We got our people out of there, right?" Peter asked a little uneasy.

"We did" Superman said as he flew over to them with Flash in his grip.

"Hey webs" Barry said with a wave towards Peter.

"Speedy" Peter waved back "What's it like to be carried by Superman everywhere?"

"Not too shabby really" Barry said with a smirk before he glanced at the man holding him "Around the city Bittermen, on the double"

Superman gave the man an amused grin "Don't make me drop you and see if your the fastest man to fall too"

"Aw boo!" flash said as the group made their way towards the ground with Diana, Shayera and J'onn not far behind.

Above them a loud echoing roar echoed through the air, causing the heroes to look up and see the massive warship the Imperium arrive on begin to lift back into space while several alien fighters raced back towards it.

"Yeah you better run!" Peter said as he pointed towards the fleeing craft "And don't come back!"

"Bet you wouldn't say that if it wasn't flying away" Barry said.

"Would too!"

"Would not!"

"Too!"

"Not!"

"Too!"

"For the love of- would you both shut the fuck up!" Shayera snapped as she landed before the two with an annoyed scowl on her face.

Peter and Barry both paused and glanced at the winged woman for a second before they turned their attention back to one another and resumed their argument, causing the red head to grit her teeth in annoyance.

Superman smirked at the three before he shared a look with Batman "I can get used to this"

The dark knight spared a look at the man of steel as the alien warship overhead disappeared and the remaining fighters scattered as the Air Force regrouped and pressed their attack on the invaders.

"Of course you would..."

...

Several weeks later, and twenty three thousand miles above the planet, Peter found himself aboard what he could only assume was the team's new headquarters. At least Peter hoped it was because he's already picked out a room and may or may not have already started to fill it with stuff from his apartment and his Aunt May's basement that he couldn't fit at his place that his Aunt didn't mind looking out after.

"Incredible..." Clark said as he and Peter stared down at the earth "You think Bruce's stockholders know about this?"

"If they don't, it's not like they can stop him" Peter said with a shrug in his newest suit, a variation of the red and blue that he normally wore but instead of a large black spider on the front, the symbol was white.

"It's a line item hidden in aerospace Rand D budget" Batman said as he approached the duo.

"Must be nice to have a multibillion dollar company that his it's own space exploration branch" Peter said dryly.

"It really isn't..." the dark knight said with a sigh as he scanned the massive room "This watchtower will act as an early warning system. Warning us of any other threats from space"

"And it has a fully stocked kitchen" Flash said as he and Diana stepped through a door and into the monitor room with smoothies in their hands. The scarlet speedster offered his to Superman "Blue berry?"

"No thanks" Clark said with a smile.

"Mmm, they don't have these on Themyscira" Diana said as she took another taste of her smoothie.

It was than that Green Lantern arrived with Hawkgirl. He gave the room a glance and nodded "An impressive installation. Most impressive"

"Until you see the cost of rent" Peter quipped.

"Rent?" Diana said with a confused smile.

"I'll tell you about it later" Peter said as he patted the woman on the shoulder "Though something tells me you wont have to worry about rent... like ever"

"Oh, what makes you say that?" Diana asked with a chuckle.

"I have yet to ever meet a super awesome and insanely beautiful woman that's ever had to worry about rent... like ever" Peter said with slumped shoulders "Sometimes I wish I didn't have to!"

"You and me both" Barry nodded as he took another sip of his smoothie.

"Not that I'm complaining or anything, but why are we here anyway?" Shayera asked with a frown under her helmet as she waited for an answer.

superman was silent for a moment before eh turned and began to approach the window that gave him a amazing view of the planet "I used to think that I can protect the planet by myself... but I was wrong" he then turned back to the rest "But working together, we saved the planet"

"Yay teamwork" Peter said with a raised fist.

Superman grinned at his friend's remark "And I believe if we stay together, we can truly achieve our ideals of peace and justice"

"What like a bunch of super friends?" Barry asked with a snort.

Peter snapped his fingers "You know that's not a very bad idea. Spider-man and his Amazing Friends. It's got a nice ring to it"

"Oh hell no" Shayera said with a shake of her head "I refuse to be on a team named after you!"

Peter pouted at her "Fine, it can be Spider-man, Hawkgirl and their amazing friends"

"Even worse!" the snapped.

"I was thinking of something more like a... Justice League" Superman said.

"What, no that's corny as hell" Peter said as he stared dryly at the man of steel before he snapped his fingers "Wait, how about the Ave-"

"I like it" Barry said with a shrug.

"I like it too" Diana said with a nod of agreement.

"I don't really care one way or another" John said with a sigh "And I'm sure Hal won't either when he gets back"

"Hal's gonna join us?" Peter asked with surprise.

"I'm not giving him a choice. If I have to suffer you and the Flash, he will too" John said with a blank expression towards the two red clad heroes.

"Hurtful..." Peter said with slumped shoulders while Flash patted his back while drinking from his smoothie.

"There, there Spidey" the man said in attempt to sooth his friend.

Peter nodded before he noticed something "Hey, where's J'onn?"

Several of the others looked around for the green skinned being while Superman merely looked up at a particular part of the room before he flew up towards it, likely the hiding spot of the last Martian in existence.

Peter glanced at Flash with a quirked brow before he pointed towards the man's smoothie.

"Sooo… what other flavors do they have?"

"All kinds"

"Sweet"

"Peter!"

 _"Peter!"_

 ** _"PET-"_**

...

"Peter?"

"Hmm?" the wall crawler sounded as he and Clark touched down outside the Justice League Unlimited's base of operations on earth, decades after that eventful day on the first Watchtower... the day the Justice League was born.

"What were you thinking about?" Clark asked as they stepped into the elevator that would take them to the higher levels.

"The invasion" Peter replied as he folded his arms across his chest.

"Which one?" Clark asked with a snort "Brainiac? The Sinestro Corps? Starro?"

"The walking, talking shooting blood cells from Mars one"

"Ah..." Clark said with a nod of understanding before something occurred to him "Why did Shayera hate you? I mean she said something about Kraven wanting to hunt her once but never went farther than that"

"She never said anything?" Peter said with surprise "Would've figured she said something a while ago"

"Something always kept coming up" Clark responded with a shrug "Almost like the universe was purposely keeping us from knowing the truth"

"Uh-oh Clark, your starting to sound like the Question" Peter teased as memories of the paranoid conspiracy theorist came to mind.

"Yeah..." Clark said with a laugh as he saw they were nearing the top floor "You ready to meet the new guys? Their excited to meet you, at least Warhawk and Kai-Ro are"

"Should I be concered that a Green Lantern, a part of an organization that the Guardians of the Galaxy have butted heads with, and even stole from, and a guy that probably takes after his mother in beating people senseless want to meet me?" Peter said with a sigh as the elevator came to a stop "I can already feel the bruises forming"

"Come on, it won't be that bad" Clark said with a grin as the doors opened "Who knows, you may start to like them as much as the old team"

Sometimes Peter wonders if being optimistic was one of Clark's powers, or if he took one too many hits to the head in his youth.

 _'Probably both...'_

...

* * *

And done.

Next chapter, Spidey meets the JLU...


	4. Chapter 4

answers to reviewers questions or statements:

 **Harbinger of Kaos** : It was put their for comedic relief. The first of many between the duo and a few others.

 **superpierce** : In this universe, yes it was.

 **Jason Hunter** : I might do something like that, with another girl or three thrown into the mix.

 **CRUDEN** : Simon after a while would of, but Jess would have probably joined in.

 **Guest** : Who's doing that?

Disclaimer: I don't own any Marvel or DC characters seen, mentioned or used.

* * *

When Peter got his first actual in person view of the Justice League Unlimited, he'd be lying if he said he wasn't a tad bit nervous. These were men and women who've grown up hearing who knows how many stories from their parents and mentors about them. A small part of Peter hoped they were the good ones, but another part, a dark twisted part of him wondered if all they heard of him was his final days on earth before he went into exile...

Before Peter stood five individuals, Warkhawk, son of John Stewart and Shayera, Aquagirl, daughter of Aquaman and Mera, Kai-Ro, the current Green Lantern of sector 2814, Big Barda a former Fury of Darkseid and ambassador of New Genesis and finally Micron who from what Peer gas heard, was like a mixture of both the Atom and Atom-Smasher. The five young heroes, or four and anceint New Goddess, all stared at Peter as he stood a little behind Superman.

"Spider-man..." Clark said as he turned to his old teammate before he gestured to the current Justice League "I give you, the Justice League Unlimited"

Peter eyed them all before he gave a small wave "Hey everyone..."

"So, this is the legendary Spider-man..." Warhawk said as he took in Peter's appearance "Huh, thought you'd be bigger"

"I get that a lot" Peter said as he took in Warhawk's appearance "So what do they call you? Mecha Vulture or Cyborg Chicken?"

"Well, that humor of yours is spot on" Warhawk said with narrowed eyes.

"I'm told it was one of my most endearing qualities" Peter replied.

"My mother said differently" Warhawk said in an even tone.

"Clearly she didn't tell you everything" Peter snickered as he turned to Barda "Big 'B', how's Scott?"

"Fine" she replied in a icy tone.

Peter mentally winced at this "Sorry..."

"He holds no ill against you if that helps" Barda said with her eyes narrowing "But I do..."

Peter nodded a little solemnly at this "Figured"

"I must say, it's an honor to meet you Spider-man" Kai-Ro said as he floated over to Peter and gave the man a respectful bow "Despite the animosity the Green Lanterns and the Guardians of the Galaxy hold against one another"

"It's more on you guys' side then ours" Peter said as he held his hand out to shake "Still, nice to meet a Lantern not trying to arrest me. Or induct me into their Corps"

"You've been offered to join us?" Kai-Ro said with surprise.

"Not your Corps" Peter said with a grim chuckle.

"Oh..." Kai-Ro said with a nod before he shook Peter's hand.

'So far so good' Peter thought as he turned towards the last member of the group, Aquagirl "And I take it your Arthur and-"

Peter was interrupted by the sound of Aquagirl's head slamming against the ground as she fell back. Peter blinked at the unconscious girl before he looked around at the other Leaguers who were watching him with a combination of amusement and exasperation, the latter towards the unconscious woman.

"Uhhhh, what just happened?"

"She's a really big fan of yours" Warhawk said dryly as he went over and picked Aquagirl up as if she weighed nothing and prepared to carry her to a nearby pool to throw her in and wake her up "Like, I'm pretty sure she has a crush on you"

"She also has a tattoo of you on her" Micron said with a laugh "It's a spider web that looks like it's made of coral with a red and blue spider on her naval that looks almost like a jellyfish. It's pretty awesome looking to be honest"

"Oh... uh, cool?" Peter said, unsure what to say in regards to Arthur and Mera's daughter having a full blown fangirl crush on him ' _Wish Orm would have mentioned that before I came back here. Make this whole thing less awkward'_

Though Peter was certain that Orm intentionally kept quiet on his estranged niece's infatuation for Peter quiet just so this would happen. The exiled Prince could be a real asshole when he wanted to be in the wall crawler's opinion. Peter quickly shook those thoughts away as he turned to Superman who looked to be trying and failing not to laugh at Peter.

"What? What's so funny?" he asked with a scowl.

"Just, ironic is all" Clark said with a smirk "You had a crush on Mera, now her daughter has a crush on you"

"Yes the universe works in mysterious and hilarious ways" Peter said with a unimpressed look at the man of steel before he began to look around "Alright, where are they?"

"They who?" Clark asked, making a poor attempt to feign innocence.

"Batman's replacement" Peter said as he looked behind himself just to be sure, even though the suit would have done something if a person was indeed behind him. Something incredibly violent if it acted off his memories and the emotions connected to said memories at the very least "I know for a fact he'd have someone he can control on any Justice League team to spy on them and take out when they 'got out of line' if given the chance"

"He's not wrong" Micron said as he leaned against the wall "But the new Batman, isn't a full time member. Hell he's barely a reserve one"

"His choice..." Barda stated.

"Ah" Peter said with a nod before he glanced at the rest of the League "Is she the only one or are you all waiting for me to leave the room before you start to fanboy over me like something out of an anime?"

"I was more of a fan of Alan Scott when he was the Green Lantern" Warhawk said with a shrug "Dad was kinda annoyed by that but he couldn't deny the man was awesome"

"Hey so was I" Peter said with a grin before he glanced at Kai-Ro "What about you short stop?"

"I'm a great admirer of Naropa" Kai-Ro said with a grin, causing Peter to look at Clark with a confused look on his face.

"Who?" he asked.

"A ancient Buddhist monk" the man of steel replied with a snort "Heroes are kinda low on Kai's list"

Peter blinked at this "Oookay?"

Peter than turned to Big Barda and gave her a sheepish chuckle at the minor annoyance flashing through her eyes "I guess I know where you stand"

"Obviously" she said with an eye roll.

Peter chuckled a little at this before he looked around the room "So, who was the latest big bad this week? Darkseid? Starro? Lobo? Or some new guy that after you beat him, he swore ever lasting vengeance on you all"

"Haven't been any 'big bads' as you call them since I sentenced Luthor to the Phantom Zone" Clark said with a distant look in his eye "The last of the 'old guard' when it comes to villainy. I fought his daughter and Grundy last week though if that counts"

Peter's train of thought came to a screeching end as Clark's words registered in his brain and his head snapped towards the man so fast, that several of the other Leaguers swore they heard his neck actually snap.

"You threw Luthor into the Phantom Zone?" Peter said with surprise. While a part of him was shocked at the fact that not only did Lex have a kid, but he actually had sex with someone, he was more surprised that the crazed cue ball wasn't already in the Phantom Zone or dead by now.

"I did... just over a year ago" Clark said with a nod "It's a long story"

Peter stared at the man for a moment before he spoke "How the hell did it take this long for you to do that? I figured you'd toss him in there with Zod, Jax-Ur and the others like that decades ago"

"Mind controlling parasite" Clark said with a shrug "Apparently it didn't think taking Luthor out was important enough"

Peter shook his head at this, a grin on his face "I really need to hear the full story of this. Along with apparent Luthor junior running around somewhere"

"Sure, long as I get the full story of you and Shayera and the incident with Kraven" Clark said with a smirk.

"Man, you really want to know what happened, don't you?" Peter said.

"Peter, everyone did" Clark said with an eye roll.

"All right, fair enough" Peter said with a nod before he looked around the room "So, where's the guest rooms? I'm a little exhausted flying several thousand lightyears nonstop to get here"

"Their this way" Clark said as he gestured for Peter to follow him.

The rest of the League watched Peter and Clark leave before they glanced at one another. Warkhawk was the first to speak as he turned towards the direction that the two older heroes went with a thoughtful look on his face.

"So that's him..."

Kai-Ro nodded in agreement "He's much different from what I've read in the archives on Oa and in the Watchtower's database"

Micron nodded in agreement "Yeah, he seemed... distant. Still talkative, but distant"

"After what he's been through, anyone would be" Barda said as she turned to leave "If you'll excuse me, I'm going to call Scott and let him know that Peter has returned to Earth. He'd like to meet up with him again after so long... despite my advice not to"

Warkhawk nodded as he and the others watched the New God leave before another door opened to reveal a now awake and wet Aquagirl with a confused frown on her face.

"What happened?" Aquagirl asked as she stepped back into the room and looked for signs of Spider-man.

"You saw Spider-man, he spoke to you and you passed out" Warhawk said with a smirk "And I may have smelled a little of arousal from you when I was carrying you back. Hoping it was his arms you were in?"

"I did?" the Atlantean royal said with a pale face before she slapped her forehead "Ahhh by Poseidon's grace!"

...

"So is it just the six of you?" Peter asked as he followed Clark to his room.

"For the moment. Usually there's eight of us, the other two being Shazam and Manhunter, but their both busy so it's just us" Clark said as they passed a few holographic images on the wall that showed several different teams of the Justice League over the years, including the Justice Society and Titans "Maybe you could pick up the slack?"

Peter quirked a brow at this "Really? That's your sales pitch?"

"Would you prefer I say something along the lines of 'You've become part of a bigger world, you just don't know it yet?'" Clark said with a grin.

"...Point taken" Peter said with a nod "I don't know... I really wasn't planning to stay very long. Just a few hours to admire the planet before leaving"

"...You can't stay away forever Peter" Clark said in a low voice.

"The last few decades say otherwise" Peter said, his tone grimmer and his eyes colder "My life here ended decades ago Clark... there's nothing left to live for here"

"I used to think the same thing" Clark said with a nod of understanding "After Lois passed away. I felt like there was nothing left for me here, that my entire reason for living was gone..."

It was than he came to a stop, his gaze directed at a window that gave a view of the Metropolis skyline at night "So I stopped being Clark Kent... I stopped being the man that I was and devoted myself to being Superman for as long as I could. But it didn't make a difference, I still felt alone... empty on the inside"

"What changed?" Peter asked, curious to see where Clark was going with this.

"I remembered that just because one road of life ends, doesn't mean the journey is over. It just means I have to find a new one to take" Clark said as he turned towards Peter "That road led me to this team, to my new family and for a while, it was enough"

"But...?" Peter inquired.

"But, it was missing something important" Clark said as he placed his hand on Peter's shoulder "My best friend"

"Krypto?" Peter asked with a small grin.

"No, Doomsday you idiot" Clark said with a shake of his head, a smile on his face "Be nice to have you around again. I mean that"

"I'm sure Aquagirl would agree" Peter said with a laugh.

"She may or may not drown me if I couldn't convince you" Clark agreed with a laugh of his own "She's as terrifying as her mother was"

Peter smirked at this "Red heads, gotta love them"

"Amen to that" Clark said as he slapped Peter on the shoulder "Come on, your room is up ahead"

Peter followed Clark to a door at the nd of the hall and watched as it slid open automatically and the lights came on and adjusted their brightness. Peter stepped in while Clark stood at the door and watched as Peter examined the room with wide eyes under his mask.

"This is..."

"Your room, from the old days" Clark said with a grin as he watched Peter wander around the old but familiar space "After you left, I had your things put into storage and once I convinced you to come back with me, I may have asked the drones here to start making your room while you were introduced to the League"

"Sneaky..." Peter said with a grunt as he looked at the bed and a painful memory began to take shape before he banished it away to the deepest parts of his mind.

 _"My hero..."_

"You okay?" Clark asked, seeming to sense a change in the air around Peter.

"Fine... just... lot of memories this place is dredging up" Peter said in a quiet voice as he approached the nightstand and picked up one of the four phots on it.

The one in his hand was that of him and his Aunt and Uncle. He placed it down and glanced at the other three, one with him and the first incarnation of the Justice League, just a few weeks after it was created and Barry convinced everyone to take a group photo. The second was of him with the rest of the New York based heroes, even a few of the 'Anti-Heroes'. And the final one was of... her.

Peter picked up the photo, aware that Clark was watching him intently as he stared at the image of-

"Thank you. For keeping these, I mean. I didn't think to grab them until I already left Earth and was passing Pluto" Peter said as he placed the picture face down so he wouldn't have to look at the image any longer. Already he could feel the tears trying to form, but his sheer stubbornness refused to let them fall "I almost forgot what she looked like back then..."

"I know showing you that was risky but... you can't keep blaming yourself for what happened. Keep letting it tear you up like this" Clark said with a small nod "She would have wanted you to be happy. Hell she'd be smacking you upside the head right about now for being this stubborn for so long"

Peter gave Clark a sad smile under his mask "What can I say? Beating myself up over things I couldn't control is part of DNA. All Parkers got it to some degree"

"So I've noticed" Clark said as he pushed himself off the wall and turned to leave "Micron's making steak tonight. Your more than welcome to join when your up for it"

Peter nodded "I'll keep that in mind"

Clark nodded as the door closed and Peter sensed the Kryptonian walk away, leaving him alone.

Peter waited until he was sure he was alone before he had the mask recede and he picked up the face down image and looked at it again, this time with his own eyes in decades. He smiled a little sadly at the image of the woman in it before he placed it back down, it's image facing the bed and sat down on the mattress. He let out a sigh and looked down at his hand with a thoughtful look on his face as it started to slowly change into that of a meter long blade.

"Down girl... you've behaved the past few months. Don't break that streak"

The blade stop forming halfway before it began to revert back into a hand before it began to recede, exposing Peter's pale hand. He opened and closed his hand for a few minutes before he sent a mental command for the rest of the suit to recede back into him, exposing more and more of his pale, scarred flesh. Once the suit was gone, Peter laid back and stared up at the ceiling with a frown when something occured to him.

"Wait... did I leave my room on the C.I.T.T. unlokced?"

If he did, there was going to be no stopping Rocket from getting in and stealing his new web shooters and all the other little gadgets he's been collecting and making for the past year.

"Ahh dammit all!"

Peter was just about to get up and find a communicator that could send intergalactic messages, even if he had to go all the way to Superman's fortress to do it when he heard a knock at the door. Peter frowned as he stood up and approached it and had it slide open to reveal Aquagirl standing there.

"Uh, hi?" Peter said, a little surprised to see the young Atlantean up and walking again. He could have sworn she'd be out the rest of the day as her brain rebooted at being in his presence.

"H-Hello" she said with a blush on her face "S-Sorry about earlier, I'm just... a big fan. My father talked about you a lot when me and my brother were growing up"

"I know, Junior told me" Peter said with a nod before he gave his fellow Guardians of the Galaxy teammate's sister a smirk "Though he never mentioned having a crush on me"

"Oh..." the platinum blonde haired woman thought as she felt a wave of anger at her fellow Leaguers _'Whoever told him, their dead... all of them_ '

"It's fine, I'm kinda used to it by now" Peter said with a chuckle.

"Heh, that's good" Aquagirl said with a sheepish chuckle.

"So, not that I don't mind an attractive Atlantean knocking on my door, but do you need something?" Peter asked with a pointed but friendly look.

"Oh, uh no. I just wanted to properly greet you" Aquagirl said as she adverted her gaze from the man's face and tried to keep her heartbeat from beating like waves against the coastline.

Kind of hard to do when Spider-man remarked that she was attractive.

Peter nodded at this "Well, you have. Sorry if I wasn't exactly what you were hoping for. Wasn't expecting anyone to be glad that I'm back"

"Why?" she asked with confusion "Your one of the greatest heroes that ever lived!"

Peter gave her a grim smile "I'm assuming that Arthur never mentioned the details of my... leaving?"

"He's... he told me once" Aquagirl said in a low voice "When I asked why you left and I couldn't find any information on the Atlantean archives or the League's database"

"And?" Peter asked as he watched the young woman closely.

Aquagirl was silent for a minute as she tried to think of an appropriate answer before she found one.

"I can't say I agree with what you did, but I won't deny that you did what many others, regardless of what they say, would have done if they were placed in the same situation you were" she said as she looked him dead in the eye.

Peter held the younger hero's gaze for a moment before he smirked "Your the second person to tell me that"

"Who was the first?" Aquagirl asked with curiosity.

Peter was silent for a minute before he came to some sort of conclusion and gave the young woman a grin that caused her heart to flutter "Tell you what Aquagirl, you give me a more in-depth tour of this place and I'll tell you who it was"

"It's... Mareena. But can I hear it?" she asked with excitement.

"Sure, but be warned, it's a long story" Peter said with a laugh.

"I like things long" she said before her words registered "Stories, I like my stories long"

"Don't we all" Peter said with a wink as he turned to head back into his room "See you at dinner Mareena"

"We'll be waiting" she said before the door closed, leaving her alone in the hall for a few minutes before she took a deep breath and spun on her heel to head back to her room to freshen up when she saw Warhawk looking at her. she paused and gave him a frown "What?"

The armored Thangarian hybrid said nothing as he approached the Atlantean hybrid before he pulled out a small towel.

"You drip anymore and you'll flood the place" he said with a smirk "And I'm not talking about just the drool"

"Fuck you!"

...

Half an hour later, Peter was sitting at a surprisingly small table that just about fit all the present members of the League. Before them was several plates f steak all cooked to varying degrees, a few bowls of fruits and vegetables for Kai-Ro, a few sea food platters and more liquor than what should be appropriate for a dinner setting.

"So Webs, what's it liking working with the Guardians of the Galaxy?" Micron asked as he poked at his steak.

"Fine, a little harrowing, mostly because Rocket likes to steal things and then we have to deal with the guys he stole from trying to get it back and kill us" Peter said as he stated down at his untouched food.

"And your teammates, what are they like?" Mareena asked as she took a sip of her drink.

Peter's mind wandered to his teammates, Star Lord... Gamora... Drax... Groot and Rocket... Carol... Mantis... Orm… Nova.

"Their... an interesting bunch, You'd like them" Peter said before he nodded towards Warhawk as he scarfed down his third steak "Though I'm pretty sure he'd be either fighting Drax or trying to skin Rocket for taking his Nth metal"

"He can try" the Thangarian said in between mouthfuls"

"He will" Peter said with a snort.

"Sounds like a fun bunch" Mareena said with a giggle.

"They are" Peter agreed as he poked at his food some more, his appetite still absent.

"Not a fan of beef?" Micron Barda asked as she stabbed at her food.

Peter shrugged "Just not very hungry. Haven't really been hungry in a while"

"What do you mean?" Clark asked as he leaned forward on his elbows and interlaced his fingers.

"I..." Peter paused as he tried to think of a proper way to put it without disgusting everyone present or more likely horrifying them "There's still left overs I'm lasting on"

"Oh..." Clark said with a small nod "Forgot about that. Self subsidence"

"On what?" Warhawk asked with suspicion.

"Chicken..." Peter said with a grin towards the son of John and Shayera "And maybe a bit of hawk"

"Bite me" he growled out.

"He just might" Mircron said with a snort as he reached for his glass "And serve you up with a side of rice"

"Yum" Peter said with a wink thrown towards Mareena, causing her to blush as Warhawk scowled at him.

"Any time anywhere old man" Warhawk challenged.

"Careful son, before I whoop your ass and sent it to your room without dessert" Peter joked.

"Burn..." Micron said as he took a sip of his drink.

Warhawk scowled at the man as he returned to his food while Kai-Ro formed a pair of emerald scoops to pile more salad on his plate and Mareena refilled her glass with more liquor, some import from Atlantis from the smell of it. Clark was meanwhile talking to Micron about some of the things he and Peter got up to before they joined the Justice League while Barda ate her food silently, but Peter could tell she was keeping an eye on him, not that he could blame her.

 _'At least she's not trying to kill me'_ Peter thought as he stared back at his food again and tried to summon the will to take a bite of it.

It looked great, and it's been years since Peter has had any actual food. But for some reason, something kept him from trying it.

 ** _'You don't need that anymore to survive... not with me...'_** a cool feminine voice echoed at the back of Peter's mind.

 _'I know..._ ' Peter thought with a sad sigh as he was once again reminded with how much he changed over the years.

Peter was certain that if his past self looked at him now, he wouldn't even recognize him.

 _'Guess it's a good thing that me or the other's past selves don't travel this far into the future'_ Peter thought as he leaned back in his chair, his gaze still on the table 'I always wondered where I was and why some people were so hesitant to talk about me. Now I know, they didn't want to tell me how far I've fallen-'

"Peter?"

The wall crawler almost jumped at the sound of his name rolling off Mareena's tongue as she looked at him with a worried expression, as were the others. Peter blinked at them as he straightened himself in his chair.

"Yeah?"

"You okay man?" Warhawk asked with a frown "You've been staring at the table for almost ten minutes straight"

Peter nodded, a little too quickly as he spoke "I'm fine, just a lot on my mind is all"

"Want to share?" Micron asked.

Peter chuckled at the man "Your gonna have to buy me a few dinners and save my butt a few times before we get to that level Micron. Also, your a little too young"

"Pfft, you wouldn't be able to keep up anyway" the size changing hero said with a scoff "Hell, Supes here can barely make it to orbit without getting winded"

"Well, having to carry your weight all the time puts a strain even on Kryptonians" Clark said mildly as he took a sip of his water while Micron flipped him off.

"Old ass dregg"

Peter snickered at the two before he addressed everyone "I'm fine guys. Just worrying about some of my stuff I left with the Guardians. I didn't lock my room and now Rocket's gonna pillage it"

"Anything valuable in it?" Kai-Ro inquired.

"Starro's entire porn collection" Peter said with a straight face.

Clark and Barda, who were both in the middle of drinking their respective glasses, spat it's contents out while the former chocked a little. Mareena blushed at this while Warhawk and Micron broke out into fits of laughter all the while Kai-Ro looked around in confusion.

"What's he mean by that?"

"When your older kid... much older" Warhawk said as he wiped away a few tears.

"And you start to broaden your horizon" Micron snickered "Though since you work in space, that shouldn't be too hard"

Kai-Ro frowned at this "What?"

"Micron, Warhawk" Barda said with a weighted gaze towards the two men "Quiet before I send you both through a wall"

"Yes ma'am" they both chorused before they broke into fits of laughter again while Barda turned towards Peter with a scowl.

"Please refrain from such topics with children present"

"Yes mom..." Peter said with a drawl as he looked at Warhawk and Micron "Sorry boys, but you hard the lady. No grown up talk till you've all experienced your first universal threat"

"Aww, but we never get those anymore" Micron said in a whiny voice.

"I'm sure we'll get one soon enough, we're long overdue anyway" Clark said as he refilled his glass with something stronger than water.

"Yeesh Supes, you really have gotten darker with age..." Peter said with a frown before he gave the man a thumbs up "I like it!"

"Thanks, had plenty of time to brood while picking out a retirement home" Clark said with a laugh as he took a sip of his whiskey.

As the night dragged on, the first peaceful one that Peter could remember ever having as part of the Justice League the young looking but aged hero sat back and watched the team interact with a look of content on his face, something he hasn't felt in years.

 _'I guess I can get used to these guys... it's almost starting to feel like the good old days again'_

...

* * *

And done.

Next chapter, The good old days...


End file.
